Common use of NOTE GUARANTEES Clause in Contracts

NOTE GUARANTEES. Section 10.01 Guarantee 101 Section 10.02 Limitation on Guarantor Liability 102 Section 10.03 Execution and Delivery of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application of Trust Money 107 ARTICLE 12. MISCELLANEOUS Section 12.01 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 Section 12.05 Statements Required in Certificate or Opinion 109 Section 12.06 Rules by Trustee and Agents 110 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20, 2017 among Viking Cruises Ltd, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

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NOTE GUARANTEES. Section 10.01 Guarantee 101 Section 10.02 Limitation on Guarantor Liability 102 Section 10.03 Execution and Delivery of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 11.1. Note Guarantees 79 Section 11.2. Termination, Release 105 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 81 Section 11.02 Application 11.3. Right of Trust Money 107 Contribution 81 Section 11.4. No Subrogation 81 Section 11.5. Additional Note Guarantees 81 ARTICLE 12XII SUBORDINATION OF THE NOTE GUARANTEES Section 12.1. Agreement to Subordinate 82 Section 12.2. Liquidation, Dissolution, Bankruptcy 82 Section 12.3. Default on Designated Senior Indebtedness of Restricted Subsidiaries 82 Section 12.4. Demand for Payment 83 Section 12.5. When Distribution Must Be Paid Over 83 Section 12.6. Subrogation 83 Section 12.7. Relative Rights 83 Section 12.8. Subordination May Not Be Impaired by Restricted Subsidiaries 84 Section 12.9. Rights of Trustee and Paying Agent 84 Section 12.10. Distribution or Notice to Representative 84 Section 12.11. Article XII Not to Prevent Defaults Under the Note Guarantees or Limit Right To Demand Payment 84 Section 12.12. Trustee Entitled to Rely 84 Section 12.13. Trustee to Effectuate Subordination 85 Section 12.14. Trustee Not Fiduciary for Holders of Senior Indebtedness of Restricted Subsidiaries 85 Section 12.15. Reliance by Holders of Senior Indebtedness on Subordination Provisions 85 ARTICLE XIII COLLATERAL AND SECURITY Section 13.1. Collateral Documents 85 TABLE OF CONTENTS (continued) Page Section 13.2. Suits to Protect the Collateral 86 Section 13.3. Possession of the Collateral 86 Section 13.4. Authorization of Actions To Be Taken by the Trustee Under the Collateral Documents 86 Section 13.5. Authorization of Receipt and Distribution of Funds by the Trustee 86 Section 13.6. Release of Collateral; Termination of Security Interest 86 Section 13.7. Instructions under the Collateral Documents 87 Section 13.8. Certificates of the Company 87 Section 13.9. Execution of Release by Trustee 88 Section 13.10. Recording and Opinions 89 ARTICLE XIV MISCELLANEOUS Section 12.01 [Reserved] 108 14.1. Trust Indenture Act Controls 89 Section 12.02 14.2. Notices 108 89 Section 12.03 14.3. Communication by Holders of Notes with Other Holders of Notes 109 90 Section 12.04 14.4. Certificate and Opinion as to Conditions Precedent 109 90 Section 12.05 14.5. Statements Required in Certificate or Opinion 109 90 Section 12.06 14.6. Rules by Trustee Trustee, Paying Agent and Agents 110 Rxxxxxxxx 00 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 14.7. Legal Holidays 91 Section 12.08 14.8. Governing Law; Waiver of Trial by Jury 110 , etc 91 Section 12.09 Consent to Jurisdiction 14.9. No Recourse Against Others 92 Section 14.10. Successors 92 Section 14.11. Duplicate and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 92 Section 12.14 14.12. Severability 93 Section 14.13. Conversion of Currency 93 Section 14.14. Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 ; Headings 93 EXHIBIT A FORM OF FACE OF NOTE Exhibit A2 AND FORM OF REGULATION S TEMPORARY GLOBAL REVERSE SIDE OF NOTE Exhibit EXHIBIT B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE FOR ADDITIONAL NOTE GUARANTEE EXHIBIT C RECONCILIATION AND TIE BETWEEN THE TRUST INDENTURE ACT OF 1939 AND THE INDENTURE SCHEDULE A LIENS IN EXISTENCE ON THE ISSUE DATE INDENTURE, dated as of September 20[●], 2017 among Viking Cruises Ltd2007, an exempted company incorporated with limited liability organized under the laws of Bermuda between Grupo Iusacell Celular, S.A. de C.V., a Mexican sociedad anónima de capital variable (the “Company”), the Guarantors (as defined) Restricted Subsidiaries party hereto and The Bank Law Debenture Trust Company of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”), as Trustee. The Company, the Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.87510% Senior Subordinated Second Lien Notes due 2027 (the “Notes”):2012 issued hereunder.

Appears in 2 contracts

Samples: Indenture (Iusacell S a De C V), Indenture (Inmobiliaria Montes Urales 460 S a De C V)

NOTE GUARANTEES. Section 10.01 Guarantee 101 Section 10.02 Limitation on Guarantor Liability 102 Section 10.03 Execution and Delivery of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application of Trust Money 107 ARTICLE 12. MISCELLANEOUS Section 12.01 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 Section 12.05 Statements Required in Certificate or Opinion 109 110 Section 12.06 Rules by Trustee and Agents 110 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20February 2, 2017 2021 among Viking Cruises Ltd, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8757.000% Senior Notes due 2027 2029 (the “Notes”):

Appears in 2 contracts

Samples: Indenture (Viking Holdings LTD), Indenture (Viking Holdings LTD)

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 81 Section 10.02 11.02 Subordination of Note Guarantee 82 Section 11.03 Limitation on Guarantor Liability 102 83 Section 10.03 Execution and Delivery of Note Guarantee 104 11.04 [Reserved] 83 Section 10.04 11.05 Guarantors May Consolidate, etc., on Certain Terms 105 83 Section 10.05 Note Guarantees Release 105 ARTICLE 11. 11.06 Releases 83 Article 12 SATISFACTION AND DISCHARGE Section 11.01 12.01 Satisfaction and Discharge 106 84 Section 11.02 12.02 Application of Trust Money 107 ARTICLE 12. 85 Article 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Trust Indenture Act Controls 85 Section 12.02 13.02 Notices 108 85 Section 12.03 13.03 Communication by Holders of Notes with Other Holders of Notes 109 86 Section 12.04 13.04 Certificate and Opinion as to Conditions Precedent 109 86 Section 12.05 13.05 Statements Required in Certificate or Opinion 109 87 Section 12.06 13.06 Rules by Trustee and Agents 110 87 Section 12.07 13.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 87 Section 12.08 13.08 Governing Law; Waiver of Trial by Jury 110 Law 87 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 13.09 No Adverse Interpretation of Other Agreements 111 88 Section 12.11 13.10 Successors 111 88 Section 12.12 13.11 Payment Date Other Than a Business Day 88 Section 13.12 Severability 111 88 Section 12.13 13.13 Counterpart Originals 112 88 Section 12.14 13.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 88 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR [RESERVED] Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20May 24, 2017 2007 among Viking Cruises LtdXxxxxxx Water Products, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”)Inc., a Delaware corporation, the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A.York, a national New York banking associationcorporation, as trustee (in such capacity, the “Trustee”)trustee. The CompanyCompany (as defined), the Guarantors and the Trustee (as defined) agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.87573¤8% Senior Subordinated Notes due 2027 2017 including any Additional Notes (as defined) issued hereunder (the “Notes”):

Appears in 1 contract

Samples: Mueller Water Products, Inc.

NOTE GUARANTEES. Section 10.01 Guarantee 101 Guarantee. 82 Section 10.02 Limitation on Guarantor Liability 102 Liability. 83 Section 10.03 Execution and Delivery of Note Guarantee 104 Guarantee. 83 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Subrogation; Benefits Acknowledged. 83 Section 10.05 Note Guarantees Release 105 Releases. 84 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Discharge. 84 Section 11.02 Application of Trust Money 107 Money. 85 ARTICLE 1212 COLLATERAL AND SECURITY Section 12.01 Collateral Trustee. 85 Section 12.02 Intercreditor Agreement. 86 Section 12.03 Security Documents. 86 Section 12.04 Recordings and Opinions. 87 Section 12.05 Release of Security Interests. 87 Section 12.06 Use of Collateral Without Release. 88 Section 12.07 Authorization of Actions to Be Taken by the Trustee Under the Security Documents. 88 Section 12.08 Authorization of Receipt of Funds by the Trustee under the Documents. 88 Section 12.09 Enforcement of Liens. 89 Section 12.10 Further Assurances; Insurance. 89 Section 12.11 Amendment. 90 ARTICLE 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Trust Indenture Act Controls. 91 Section 12.02 Notices 108 13.02 Notices. 91 Section 12.03 13.03 Communication by Holders of Notes with Other Holders of Notes 109 Notes. 92 Section 12.04 13.04 Certificate and Opinion as to Conditions Precedent 109 Precedent. 92 Section 12.05 13.05 Statements Required in Certificate or Opinion 109 Opinion. 93 Section 12.06 13.06 Rules by Trustee and Agents 110 Agents. 93 Section 12.07 13.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Stockholders. 93 Section 12.08 13.08 Governing Law; Waiver of Trial by Jury 110 . 93 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 13.09 No Adverse Interpretation of Other Agreements 111 Agreements. 93 Section 12.11 Successors 111 13.10 Successors. 94 Section 12.12 Severability 111 13.11 Severability. 94 Section 12.13 13.12 Counterpart Originals 112 Originals. 94 Section 12.14 13.13 Table of Contents, Headings, etc. 112 94 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 13.14 Force Majeure. 94 EXHIBITS Schedule I REAL PROPERTIES Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE NOTATION OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR GUARANTEE Exhibit E FORM OF NOTATION OF GUARANTEE MORTGAGE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE LOCAL COUNSEL OPINIONS iv INDENTURE, dated as of September 20October 7, 2017 2013, among Viking Cruises LtdTitan International, Inc., an exempted company incorporated with limited liability organized under the laws of Bermuda Illinois corporation (the “Company”), the Guarantors (as defined) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, a national banking association, as trustee (in such capacity, the “Trustee”) and collateral trustee (the “Collateral Trustee”). The Company, the Guarantors Guarantors, the Trustee and the Collateral Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875$400,000,000 6.875% Senior Secured Notes due 2027 2020 (the “Notes”):

Appears in 1 contract

Samples: Mortgage, Security Agreement (Titan International Inc)

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 67 Section 10.02 11.02 Subordination of Note Guarantees 68 Section 11.03 Limitation on Guarantor Liability 102 69 Section 10.03 11.04 Execution and Delivery of Note Guarantee 104 69 Section 10.04 11.05 Guarantors May Consolidate, etc., on Certain Terms 105 69 Section 10.05 Note Guarantees Release 105 11.06 Releases 70 ARTICLE 1112. SATISFACTION AND DISCHARGE Section 11.01 12.01 Satisfaction and Discharge 106 71 Section 11.02 12.02 Application of Trust Money 107 Money; Other Miscellaneous Provisions 71 Section 12.03 Repayment to the Company 72 Section 12.04 Reinstatement 72 ARTICLE 1213. MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Trust Indenture Act Controls 73 Section 12.02 13.02 Notices 108 73 Section 12.03 13.03 Communication by Holders of Notes with Other Holders of Notes 109 74 Section 12.04 13.04 Certificate and Opinion as to Conditions Precedent 109 74 Section 12.05 13.05 Statements Required in Certificate or Opinion 109 74 Section 12.06 13.06 Rules by Trustee and Agents 110 75 Section 12.07 13.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 75 Section 12.08 13.08 Governing Law; Waiver of Trial by Jury 110 Law 75 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 13.09 No Adverse Interpretation of Other Agreements 111 75 Section 12.11 13.10 Successors 111 75 Section 12.12 13.11 Severability 111 75 Section 12.13 13.12 Counterpart Originals 112 75 Section 12.14 13.13 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 76 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR NOTE GUARANTEE Exhibit E FORM OF NOTATION OF GUARANTEE REPURCHASE NOTICE Exhibit F FORM OF CONVERSION NOTICE Exhibit G FORM OF CERTIFICATE OF CONVERSION & RESTRICTED TRANSFER Exhibit H FORM OF SUPPLEMENTAL INDENTURE FOR ADDITIONAL GUARANTOR(S) INDENTURE dated as of September 20August 2, 2017 2005 among Viking Cruises LtdFTI Consulting, an exempted company incorporated with limited liability organized under the laws of Bermuda Inc., a Maryland corporation (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Wilmington Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% 3¾% Senior Subordinated Convertible Notes due 2027 July 15, 2012 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Fti Consulting Inc)

NOTE GUARANTEES. Section 10.01 Guarantee 101 Section 10.02 Limitation on Guarantor Liability 102 Section 10.03 SECTION 12.1 Note Guarantees 85 SECTION 12.2 Execution and Delivery of Note Guarantee 104 Section 10.04 86 SECTION 12.3 Severability 87 SECTION 12.4 Limitation of Guarantors’ Liability 87 SECTION 12.5 Guarantors May Consolidate, etcEtc., on Certain Terms 105 Section 10.05 Note Guarantees 87 SECTION 12.6 [Intentionally Omitted] 88 SECTION 12.7 Release 105 of a Guarantor 88 SECTION 12.8 Benefits Acknowledged 88 SECTION 12.9 Future Guarantors 88 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application of XIII MISCELLANEOUS SECTION 13.1 Trust Money 107 ARTICLE 12. MISCELLANEOUS Section 12.01 [Reserved] 108 Section 12.02 Indenture Act Controls 89 SECTION 13.2 Notices 108 Section 12.03 89 SECTION 13.3 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 90 SECTION 13.4 Certificate and Opinion as to Conditions Precedent 109 Section 12.05 91 SECTION 13.5 Statements Required in Certificate or Opinion 109 Section 12.06 91 SECTION 13.6 Rules by Trustee and Agents 110 Section 12.07 91 SECTION 13.7 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Section 12.08 91 SECTION 13.8 Governing Law; Waiver of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 Law 91 SECTION 13.9 No Adverse Interpretation of Other Agreements 111 Section 12.11 92 SECTION 13.10 Successors 111 Section 12.12 92 SECTION 13.11 Severability 111 Section 12.13 92 SECTION 13.12 Counterpart Originals 112 Section 12.14 92 SECTION 13.13 Table of Contents, Headings, etcEtc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 92 SECTION 13.14 Acts of Holders 92 SECTION 13.15 Intercreditor Agreement 93 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL 6.750% SENIOR SECURED NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER NOTATIONAL GUARANTEE Exhibit C FORM OF CERTIFICATE OF EXCHANGE TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO RULE 144A Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO REGULATION S SCHEDULES Schedule A Mortgaged Property Schedule B Post-Closing Matters This Indenture, dated as of September 20May 19, 2017 2017, is by and among Viking Cruises LtdSalem Media Group, an exempted company incorporated with limited liability organized under the laws of Bermuda Inc., a Delaware corporation (the “Company” or the “Issuer”), the Guarantors (as defineddefined herein) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A., a national banking associationNational Association., as trustee (in such capacity and not in its individual capacity, the “Trustee”) and collateral agent (in such capacity and not in its individual capacity, the “Collateral Agent”). The Company, the Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders holders of (i) the Issuer’s 6.750% Senior Secured Notes due 2024 issued on the date hereof that contain the restrictive legend in Exhibit A (the “Initial Notes”) and (ii) Additional Notes (as defineddefined herein) of issued from time to time (together with the Company’s 5.875% Senior Notes due 2027 (Initial Notes, the “Notes”):).

Appears in 1 contract

Samples: Salem Media Group, Inc. /De/

NOTE GUARANTEES. Section 10.01 Guarantee 101 63 Section 10.02 Limitation on Guarantor Liability 102 64 Section 10.03 Execution and Delivery of Note Notation of Subsidiary Guarantee 104 65 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 Releases 65 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 66 Section 11.02 Application of Trust Money 107 67 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 Trust Indenture Act 67 Section 12.02 Notices 108 67 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 69 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 69 Section 12.05 Statements Required in Certificate or Opinion 109 69 Section 12.06 Rules by Trustee and Agents 110 69 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Unitholders 70 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 70 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 70 Page Section 12.10 Successors 70 Section 12.11 Successors 111 Severability 70 Section 12.12 Severability 111 Counterpart Originals 70 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 etc 70 Section 12.14 Payment Date Other Than a Business Day 71 Section 12.15 Judgment Currency 112 Evidence of Action by Holders 71 Section 12.16 FATCA 112 U.S.A. Patriot Act 73 Section 12.17 Force Majeure 73 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF SUBSIDIARY GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE THIS INDENTURE dated as of September 2015, 2017 is among Viking Cruises LtdTallgrass Energy Partners, an exempted company incorporated with LP, a Delaware limited liability organized under the laws of Bermuda partnership (the “Company”), Tallgrass Energy Finance Corp., a Delaware corporation (“Finance Corp.” and, together with the Company, the “Issuers”), the Guarantors (as defined) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A.National Association, a national banking association, as trustee (in such capacity, the “Trustee”). The CompanyIssuers, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8755.50% Senior Notes due 2027 2028 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Tallgrass Energy Partners, LP)

NOTE GUARANTEES. Section 10.01 Guarantee 101 Guarantee. 87 Section 10.02 Limitation on Guarantor Liability 102 Liability. 88 Section 10.03 Execution and Delivery of Note Guarantee 104 Guarantee. 88 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Releases. 88 Section 10.05 Note Guarantees Release 105 ARTICLE 11. Contribution 89 Article 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Discharge. 89 Section 11.02 Application of Trust Money 107 ARTICLE 12Money. 90 Article 12 MISCELLANEOUS Section 12.01 [Reserved] 108 Notices. 91 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Notes. 92 Section 12.04 12.03 Certificate and Opinion as to Conditions Precedent 109 Precedent. 92 Section 12.05 12.04 Statements Required in Certificate or Opinion 109 Opinion. 92 Section 12.06 12.05 Rules by Trustee and Agents 110 Agents. 92 Section 12.07 12.06 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Stockholders. 93 Section 12.07 Governing Law. 93 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Agreements. 93 Section 12.09 Successors. 93 Section 12.10 Severability. 93 Section 12.11 Successors 111 Counterpart Originals. 93 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 94 Section 12.15 Judgment Currency 112 12.13 Note Purchases by Company and Affiliates. 94 Section 12.16 FATCA 112 12.14 U.S.A. PATRIOT Act. 94 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20October 30, 2017 2015, among Viking Cruises LtdJarden Corporation, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”)a Delaware corporation, the Guarantors (as defined) party hereto defined below), and The Bank of New York Mellon Trust CompanyXxxxx Fargo, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”)trustee. The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defineddefined below) of the Company’s 5.8755% Senior Notes due 2027 2023 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Jarden Corp)

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 61 Section 10.02 11.02 Limitation on Guarantor Liability 102 61 Section 10.03 11.03 Execution and Delivery of Note Guarantee 104 61 Section 10.04 11.04 Guarantors May Consolidate, etc., on Certain Terms 105 62 Section 10.05 Note Guarantees Release 105 ARTICLE 11. 11.05 Releases 62 iii Article 12 SATISFACTION AND DISCHARGE Section 11.01 12.01 Satisfaction and Discharge 106 63 Section 11.02 12.02 Application of Trust Money 107 ARTICLE 12. 63 Article 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Notices 64 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 13.02 Certificate and Opinion as to Conditions Precedent 109 64 Section 12.05 13.03 Statements Required in Certificate or Opinion 109 64 Section 12.06 13.04 Rules by Trustee and Agents 110 64 Section 12.07 13.05 No Personal Liability of Directors, Officers, Employees and Stockholders 110 65 Section 12.08 13.06 Governing Law; Waiver of Trial by Jury 110 Jurisdiction 65 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 13.07 No Adverse Interpretation of Other Agreements 111 65 Section 12.11 13.08 Successors 111 65 Section 12.12 13.09 Severability 111 65 Section 12.13 13.10 Counterpart Originals 112 65 Section 12.14 13.11 Table of Contents, Headings, etc. 112 etc 65 Section 12.15 Judgment Currency 112 13.12 Force Majeure 65 Section 12.16 FATCA 112 13.13 U.S.A. Patriot Act 65 Section 13.14 JURY TRIAL WAIVER 65 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE Exhibit G FORM OF JUNIOR LIEN INTERCREDITOR AGREEMENT Exhibit H FORM OF PARITY LIEN INTERCREDITOR AGREEMENT iv INDENTURE dated as of September 20January 25, 2017 2021 among Viking Cruises LtdUrban One, an exempted company incorporated with limited liability organized under the laws of Bermuda Inc., a Delaware corporation (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Companydefined below), N.A.Wilmington Trust, a national banking associationNational Association, as trustee (in such capacity, the “Trustee”) and Wilmington Trust, National Association, as collateral agent (in such capacity, the “Notes Collateral Agent”). The Company, the Guarantors Guarantors, the Trustee and the Trustee Notes Collateral Agent agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defineddefined below) of the Company’s 5.8757.375% Senior Secured Notes due 2027 2028 (the “Notes”):

Appears in 1 contract

Samples: Intercreditor Agreement (Urban One, Inc.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 81 Section 10.02 Limitation on Guarantor Liability 102 82 Section 10.03 Execution and Delivery of Notation of Note Guarantee 104 82 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 82 Section 10.05 Note Guarantees Release 105 Releases 83 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 84 Section 11.02 Application of Trust Money 107 85 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved.] 108 85 Section 12.02 Notices 108 85 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 86 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 87 Section 12.05 Statements Required in Certificate or Opinion 109 87 Section 12.06 Rules by Trustee and Agents 110 87 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 87 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 87 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 88 Section 12.10 Successors 88 Section 12.11 Successors 111 Severability 88 Section 12.12 Severability 111 Counterpart Originals 88 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 88 Section 12.14 Payment Date Other Than a Business Day 88 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 Evidence of Action by Holder 88 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS THIS INDENTURE dated as of September 20July 19, 2017 2016, is among Viking Cruises LtdXxxxx Energy Partners, an exempted company incorporated L.P., a Delaware limited partnership (“Xxxxx Energy Partners”), and Xxxxx Energy Finance Corp. (“Finance Corp.” and, together with limited liability organized under the laws of Bermuda (Xxxxx Energy Partners, the “CompanyIssuers”), the Guarantors (as defined) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”)trustee. The CompanyIssuers, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8756% Senior Notes due 2027 2024 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Holly Energy Partners Lp)

NOTE GUARANTEES. Section 10.01 Guarantee 101 10.1. Note Guarantees 76 Section 10.02 10.2. Limitation on Guarantor Liability 102 Section 10.03 Execution and Delivery of Note Guarantee 104 Section 10.04 Guarantors May ConsolidateLiability; Termination, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 78 Section 11.02 Application 10.3. Right of Trust Money 107 Contribution 78 Section 10.4. No Subrogation 78 ARTICLE 12. XI MISCELLANEOUS Section 12.01 [Reserved] 108 11.1. Trust Indenture Act Controls 79 Section 12.02 11.2. Notices 108 79 Section 12.03 11.3. Communication by Holders of Notes with Other Holders of Notes 109 80 Section 12.04 11.4. Certificate and Opinion as to Conditions Precedent 109 80 Section 12.05 11.5. Statements Required in Certificate or Opinion 109 80 Section 12.06 11.6. Rules by Trustee Trustee, Paying Agent and Agents 110 Xxxxxxxxx 00 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 11.7. Legal Holidays 81 Section 12.08 11.8. Governing Law; Waiver of Trial by Jury 110 , etc. 81 Section 12.09 Consent to Jurisdiction 11.9. No Recourse Against Others 81 Section 11.10. Successors 82 Section 11.11. Duplicate and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 82 Section 12.14 11.12. Severability 82 Section 11.13. Qualification of Indenture 82 Section 11.14. Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 ; Headings 82 EXHIBIT A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit EXHIBIT B FORM OF TRANSFER CERTIFICATE OF FOR TRANSFER Exhibit TO QIB EXHIBIT C FORM OF CERTIFICATE OF EXCHANGE Exhibit TO BE DELIVERED IN CONNECTION WITH TRANSFERS TO INSTITUTIONAL ACCREDITED INVESTORS EXHIBIT D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit TO BE DELIVERED IN CONNECTION WITH TRANSFERS PURSUANT TO REGULATION S EXHIBIT E FORM OF NOTATION OF GUARANTEE Exhibit RULE 144 CERTIFICATION EXHIBIT F FORM OF SUPPLEMENTAL INDENTURE INDENTURE NOTE GUARANTEE INDENTURE, dated as of September 20May 13, 2017 among Viking Cruises Ltd2005, an exempted company incorporated with limited liability organized under the laws of Bermuda between Alliance One International, Inc., a Virginia corporation (the “Company”), the Note Guarantors (as definedif any) party hereto and The Bank hereto, Law Debenture Trust Company of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”), as trustee, and Deutsche Bank Trust Company Americas, as Registrar and Paying Agent. The Company, the Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.87511.0 % Senior Notes due 2027 (the “Notes”):Due 2012 issued hereunder.

Appears in 1 contract

Samples: Alliance One International, Inc.

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 86 Section 10.02 11.02 Subordination of Note Guarantee 87 Section 11.03 Limitation on Guarantor Liability 102 87 Section 10.03 11.04 Execution and Delivery of Note Guarantee 104 87 Section 10.04 11.05 Releases Following Sale of Assets 88 Section 11.06 Additional Guarantors May Consolidate, etc., on Certain Terms 105 88 Section 10.05 Note Guarantees Release 105 11.07 Notation Not Required 88 Section 11.08 Successors and Assigns 88 Section 11.09 No Waiver 89 Section 11.10 Modification 89 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application of Trust Money 107 ARTICLE 12. XII MISCELLANEOUS Section 12.01 [Reserved] 108 Trust Indenture Act Controls 89 Section 12.02 Notices 108 89 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 90 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 90 Section 12.05 Statements Required in Certificate or Opinion 109 91 Section 12.06 Rules by Trustee and Agents 110 91 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 91 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 92 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 92 Section 12.10 Successors 92 Section 12.11 Successors 111 Severability 92 Section 12.12 Severability 111 Counterpart Originals 92 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etcEtc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 92 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER NOTE GUARANTEE Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE Schedule I GUARANTORS INDENTURE dated as of September 20[ ], 2017 2007 among Viking Cruises LtdSpectrum Brands, an exempted company incorporated with limited liability organized under the laws of Bermuda Inc., a Wisconsin corporation (the “Company”), the Guarantors (as defined) party listed in Schedule I hereto and The Bank of New York Mellon Trust Company[Xxxxx Fargo Bank, N.A., a national banking association], as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable proportionate benefit of the Holders (as defined) of the Company’s 5.875% [Variable Rate Toggle Interest Pay-In-Kind Senior Subordinated Notes due 2027 (the “Notes”):2013].

Appears in 1 contract

Samples: Spectrum Brands, Inc.

NOTE GUARANTEES. Section 10.01 Note Guarantee 101 97 Section 10.02 Subordination of Guarantor Payments 99 Section 10.03 Limitation on Guarantor Liability 102 100 Section 10.03 10.04 Execution and Delivery 100 Section 10.05 Subrogation 101 Section 10.06 Benefits Acknowledged 101 Section 10.07 Release of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 101 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 102 Section 11.02 Application of Trust Money 107 102 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 103 Section 12.02 Notices 108 103 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 [Reserved] 105 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 105 Section 12.05 Statements Required in Certificate or Opinion 109 105 Section 12.06 Rules by Trustee and Agents 110 106 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 106 Section 12.08 Governing Law; Law 106 Section 12.09 Waiver of Jury Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 106 Section 12.10 [Reserved] 106 Section 12.11 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 106 Section 12.12 Severability 111 Successors 107 Section 12.13 Severability 107 Section 12.14 Counterpart Originals 112 107 Section 12.14 12.15 Table of Contents, Headings, etc. 107 Section 12.16 Security Advice Waiver 107 Section 12.17 Patriot Act 107 Section 12.18 Judgment Currency 107 Page ARTICLE 13 SUBORDINATION OF NOTES Section 13.01 Agreement to Subordinate 108 Section 13.02 Liquidation; Dissolution; Bankruptcy 108 Section 13.03 Default on Designated Senior Debt 109 Section 13.04 Acceleration of Notes 110 Section 13.05 When Distribution Must Be Paid Over 110 Section 13.06 Notice by the Company 110 Section 13.07 Subrogation 110 Section 13.08 Relative Rights 111 Section 13.09 Subordination May Not Be Impaired by the Company and Guarantors 111 Section 13.10 Distribution or Notice to Representative 111 Section 13.11 Rights of Trustee and Paying Agent 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 13.12 Authorization to Effect Subordination 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE Form of Note Guarantee INDENTURE, dated as of September 20July 6, 2017 2017, among Viking Cruises LtdXxxxxx Inc., an exempted company incorporated with limited liability organized under the laws of Bermuda a Delaware corporation (the “Company”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust Companylisted on the signature pages hereto, N.A., a national banking associationDeutsche Trustee Company Limited, as trustee (in such capacityTrustee, the “Trustee”). The CompanyDeutsche Bank AG, the Guarantors London Branch, as Principal Paying Agent, and the Trustee agree Deutsche Bank Luxembourg S.A., as follows for the benefit of each other Transfer Agent and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Registrar.

Appears in 1 contract

Samples: Indenture (Belden Inc.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 12.01 Note Guarantees 117 Section 10.02 12.02 Limitation on Guarantor Liability 102 Liability; Release 119 Section 10.03 12.03 Successors and Assigns 120 Section 12.04 No Waiver 120 Section 12.05 Modification 120 Section 12.06 Execution and Delivery of Note Guarantee 104 Supplemental Indenture for Future Guarantors 120 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 12.07 Non-Impairment 121 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application of Trust Money 107 ARTICLE 12. 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Trust Indenture Act Controls 121 Section 12.02 13.02 Notices 108 121 Section 12.03 13.03 Communication by the Holders of Notes with Other Holders of Notes 109 122 Section 12.04 13.04 Certificate and Opinion as to Conditions Precedent 109 122 Section 12.05 13.05 Statements Required in Certificate or Opinion 109 122 Section 12.06 13.06 When Securities Disregarded 123 Section 13.07 Rules by Trustee Trustee, Paying Agent and Agents 110 Registrar 123 Section 12.07 13.08 Legal Holidays 123 Section 13.09 GOVERNING LAW 123 Section 13.10 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Recourse Against Others 123 Section 12.08 Governing Law; Waiver of Trial by Jury 110 13.11 Successors 124 Section 12.09 Consent to Jurisdiction and Service of Process 110 13.12 Multiple Originals 124 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 13.13 Table of Contents; Headings 124 Section 13.14 Indenture Controls 124 Section 13.15 Severability 124 Appendix A – Provisions Relating to Initial Securities, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Additional Securities and Exchange Securities EXHIBIT INDEX Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE A – Initial Security Exhibit B FORM OF CERTIFICATE OF TRANSFER – Exchange Security Exhibit C FORM OF CERTIFICATE OF EXCHANGE – Form of Transferee Letter of Representation Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE – Form of Supplemental Indenture CROSS-REFERENCE TABLE TIA Section Indenture Section 310 13.01 (a) 7.10 (b) 7.08; 7.10 (b)(1) 7.10 311 13.01 (a) 7.11 (b) 7.11 312 13.01 (b) 13.03 (c) 13.03 313 13.01 (a) 7.06 (b) 7.06 314 13.01 (a)(4) 4.09 (b) 11.05 (b)(2) 11.05 (d) 11.05 315 13.01 316 13.01 317 13.01 318 13.01 Note: This Cross-Reference Table shall not, for any purposes, be deemed to be part of this Indenture. INDENTURE dated as of September 20May 11, 2017 2012 among Viking Cruises LtdVERSO PAPER HOLDINGS LLC, an exempted company incorporated with a Delaware limited liability organized under the laws of Bermuda company (the “Company”), VERSO PAPER INC., a Delaware corporation (“Finance Co.” and, together with the Company, the “Issuers” and each an “Issuer”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust CompanyWILMINGTON TRUST, N.A.NATIONAL ASSOCIATION, a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders of (as defineda) $271,573,000 aggregate principal amount of the Company’s 5.875Issuers’ 11.75% Senior Secured Notes due 2027 2019 (the “NotesOriginal Securities):) issued on the date hereof, (b) any Additional Securities (as defined herein) that may be issued after the date hereof in the form of Exhibit A (all such securities in clauses (a) and (b) being referred to collectively as the “Initial Securities”) and (c) if and when issued as provided in the Registration Agreement (as defined in Appendix A hereto (the “Appendix”)) or otherwise registered under the Securities Act and issued, $271,573,000 aggregate principal amount of the Issuers’ 11.75% Secured Notes due 2019 (the “Exchange Securities”) issued in a Registered Exchange Offer (as defined in the Appendix) in exchange for any Initial Securities or otherwise registered under the Securities Act and issued in the form of Exhibit B. The Original Securities, any Additional Securities (as defined herein) and the Exchange Securities are referred to collectively as the “Securities” (and constitute a single series hereunder). Subject to the conditions and compliance with the covenants set forth herein, the Issuers may issue an unlimited aggregate principal amount of Additional Securities.

Appears in 1 contract

Samples: Indenture (Verso Paper Corp.)

NOTE GUARANTEES. Section 10.01 Note Guarantee 101 97 Section 10.02 Subordination of Guarantor Payments 99 Section 10.03 Limitation on Guarantor Liability 102 100 Section 10.03 10.04 Execution and Delivery 100 Section 10.05 Subrogation 101 Section 10.06 Benefits Acknowledged 101 Section 10.07 Release of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 101 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 102 Section 11.02 Application of Trust Money 107 102 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 103 Section 12.02 Notices 108 103 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 [Reserved] 105 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 105 Section 12.05 Statements Required in Certificate or Opinion 109 105 Section 12.06 Rules by Trustee and Agents 110 106 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 106 Section 12.08 Governing Law; Law 106 Section 12.09 Waiver of Jury Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 106 Section 12.10 [Reserved] 106 Section 12.11 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 106 Section 12.12 Severability 111 Successors 107 Section 12.13 Severability 107 Section 12.14 Counterpart Originals 112 107 Section 12.14 12.15 Table of Contents, Headings, etc. 107 Section 12.16 Security Advice Waiver 107 Section 12.17 Patriot Act 107 Section 12.18 Judgment Currency 107 Page ARTICLE 13 SUBORDINATION OF NOTES Section 13.01 Agreement to Subordinate 108 Section 13.02 Liquidation; Dissolution; Bankruptcy 108 Section 13.03 Default on Designated Senior Debt 109 Section 13.04 Acceleration of Notes 110 Section 13.05 When Distribution Must Be Paid Over 110 Section 13.06 Notice by the Company 110 Section 13.07 Subrogation 110 Section 13.08 Relative Rights 111 Section 13.09 Subordination May Not Be Impaired by the Company and Guarantors 111 Section 13.10 Distribution or Notice to Representative 111 Section 13.11 Rights of Trustee and Paying Agent 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 13.12 Authorization to Effect Subordination 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE Form of Note Guarantee INDENTURE, dated as of September 2019, 2017 2017, among Viking Cruises LtdXxxxxx Inc., an exempted company incorporated with limited liability organized under the laws of Bermuda a Delaware corporation (the “Company”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust Companylisted on the signature pages hereto, N.A., a national banking associationDeutsche Trustee Company Limited, as trustee (in such capacityTrustee, the “Trustee”). The CompanyDeutsche Bank AG, the Guarantors London Branch, as Principal Paying Agent, and the Trustee agree Deutsche Bank Luxembourg S.A., as follows for the benefit of each other Transfer Agent and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Registrar.

Appears in 1 contract

Samples: Indenture (Belden Inc.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 82 Section 10.02 Limitation on Guarantor Liability 102 83 Section 10.03 Execution and Delivery of Note Guarantee 104 83 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 84 Section 10.05 Note Guarantees Release 105 ARTICLE 11. Releases 85 Article 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 86 Section 11.02 Application of Trust Money 107 ARTICLE 12. 87 Article 12 MISCELLANEOUS Section 12.01 [Reserved] 108 87 Section 12.02 Notices 108 87 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 88 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 88 Section 12.05 Statements Required in Certificate or Opinion 109 89 Section 12.06 Rules by Trustee and Agents 110 89 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 89 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 89 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Agreements. 89 Section 12.10 Successors 89 Section 12.11 Successors 111 Severability 90 Section 12.12 Severability 111 Counterpart Originals 90 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 90 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF NOTE GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE This INDENTURE, dated as of September 20March 16, 2017 2018, is among Viking Cruises LtdCNX Midstream Partners LP, an exempted company incorporated a Delaware limited partnership (“CNX Midstream”), CNX Midstream Finance Corp., a Delaware corporation (“Finance Corp.” and, together with limited liability organized under the laws of Bermuda (CNX Midstream, the “CompanyIssuers”), the Guarantors subsidiary guarantors listed on the signature pages hereof (as definedeach, a “Guarantor” and collectively, the “Guarantors”) party hereto and The Bank of New York Mellon Trust CompanyUMB Bank, N.A., a national banking association, as trustee (in such capacity, the “Trustee”)trustee. The CompanyIssuers, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875Issuers’ 6.500% Senior Notes due 2027 2026 (the “Notes”):

Appears in 1 contract

Samples: Indenture (CNX Midstream Partners LP)

NOTE GUARANTEES. Section 10.01 Note Guarantee 101 98 Section 10.02 Subordination of Guarantor Payments 100 Section 10.03 Limitation on Guarantor Liability 102 100 Section 10.03 10.04 Execution and Delivery 101 Section 10.05 Subrogation 101 Section 10.06 Benefits Acknowledged 102 Section 10.07 Release of Note Guarantee 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 102 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 102 Section 11.02 Application of Trust Money 107 103 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 104 Section 12.02 Notices 108 104 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 [Reserved] 106 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 106 Section 12.05 Statements Required in Certificate or Opinion 109 106 Section 12.06 Rules by Trustee and Agents 110 106 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 107 Section 12.08 Governing Law; Law 107 Section 12.09 Waiver of Jury Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 107 Section 12.10 [Reserved] 107 Section 12.11 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 107 Section 12.12 Severability 111 Successors 107 Section 12.13 Severability 107 Section 12.14 Counterpart Originals 112 108 Section 12.14 12.15 Table of Contents, Headings, etc. 108 Section 12.16 Security Advice Waiver 108 Section 12.17 Patriot Act 108 Section 12.18 Judgment Currency 108 Page ARTICLE 13 SUBORDINATION OF NOTES Section 13.01 Agreement to Subordinate 109 Section 13.02 Liquidation; Dissolution; Bankruptcy 109 Section 13.03 Default on Designated Senior Debt 110 Section 13.04 Acceleration of Notes 110 Section 13.05 When Distribution Must Be Paid Over 111 Section 13.06 Notice by the Company 111 Section 13.07 Subrogation 111 Section 13.08 Relative Rights 112 Section 12.15 Judgment Currency 13.09 Subordination May Not Be Impaired by the Company and Guarantors 112 Section 12.16 FATCA 13.10 Distribution or Notice to Representative 112 Section 13.11 Rights of Trustee and Paying Agent 112 Section 13.12 Authorization to Effect Subordination 113 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE Form of Note Guarantee INDENTURE, dated as of September 20March 14, 2017 2018, among Viking Cruises LtdXxxxxx Inc., an exempted company incorporated with limited liability organized under the laws of Bermuda a Delaware corporation (the “Company”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust Companylisted on the signature pages hereto, N.A., a national banking associationDeutsche Trustee Company Limited, as trustee (in such capacityTrustee, the “Trustee”). The CompanyDeutsche Bank AG, the Guarantors London Branch, as Principal Paying Agent, and the Trustee agree Deutsche Bank Luxembourg S.A., as follows for the benefit of each other Transfer Agent and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Registrar.

Appears in 1 contract

Samples: Indenture (Belden Inc.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 81 Section 10.02 Limitation on Guarantor Liability 102 82 Section 10.03 Execution and Delivery of Note Guarantee 104 82 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 83 Section 10.05 Note Guarantees Release 105 Releases 83 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 84 Section 11.02 Application of Trust Money 107 85 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 Trust Indenture Act Controls 85 Section 12.02 Notices 108 86 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 87 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 87 Section 12.05 Statements Required in Certificate or Opinion 109 87 Section 12.06 Rules by Trustee and Agents 110 87 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 87 Section 12.08 Governing Law; Law 88 Section 12.09 Waiver of Jury Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 88 Section 12.10 No Adverse Interpretation of Other Agreements 111 88 Section 12.11 Successors 111 88 Section 12.12 Severability 111 88 Section 12.13 Counterpart Originals 112 88 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 88 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE iii INDENTURE dated as of September January 20, 2017 2009 among Viking Cruises LtdMetroPCS Wireless, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”)Inc., a Delaware corporation, the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):trustee.

Appears in 1 contract

Samples: Metropcs Communications Inc

NOTE GUARANTEES. Section 10.01 Guarantee 101 85 Section 10.02 Limitation on Guarantor Liability 102 86 Section 10.03 Execution and Delivery of Note Guarantee 104 87 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 87 Section 10.05 Note Guarantees Release 105 Releases 88 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 89 Section 11.02 Application of Trust Money 107 89 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 Trust Indenture Act Controls 90 Section 12.02 Notices 108 90 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 91 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 91 Section 12.05 Statements Required in Certificate or Opinion 109 91 Section 12.06 Rules by Trustee and Agents 110 92 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 92 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 92 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 92 Section 12.10 Successors 92 Section 12.11 Successors 111 Severability 92 Section 12.12 Severability 111 Counterpart Originals 92 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 92 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20June 10, 2017 2011 among Viking Cruises LtdW&T Offshore, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”)Inc., a Texas corporation, the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust CompanyXxxxx Fargo Bank, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”)trustee. The Company, the Guarantors (as defined) and the Trustee (as defined) agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8758.500% Senior Notes due 2027 2019 (the “Notes”) and the Exchange Notes (as defined) that may be issued in exchange for the Initial Notes or Additional Notes in an Exchange Offer (as defined):

Appears in 1 contract

Samples: Indenture (W&t Offshore Inc)

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NOTE GUARANTEES. Section 10.01 Guarantee 101 10.1. Note Guarantees Section 10.02 10.2. Limitation on Guarantor Liability 102 Section 10.03 Execution and Delivery of Note Guarantee 104 Section 10.04 Guarantors May ConsolidateLiability; Termination, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 ARTICLE 11. SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application 10.3. Right of Trust Money 107 Contribution Section 10.4. No Subrogation ARTICLE 12. XI MISCELLANEOUS Section 12.01 [Reserved] 108 11.1. Trust Indenture Act Controls 60 Section 12.02 11.2. Notices 108 60 Section 12.03 11.3. Communication by Holders of Notes with Other Holders of Notes 109 61 Section 12.04 11.4. Certificate and Opinion as to Conditions Precedent 109 61 Section 12.05 11.5. Statements Required in Certificate or Opinion 109 61 Section 12.06 11.6. Rules by Trustee Trustee, Paying Agent and Agents 110 Xxxxxxxxx 00 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 11.7. Legal Holidays Section 12.08 11.8. Governing Law; Waiver of Trial by Jury 110 , etc. 62 Section 12.09 Consent to Jurisdiction 11.9. No Recourse Against Others 62 Section 11.10. Successors 63 Section 11.11. Duplicate and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 63 Section 12.14 11.12. Severability 63 Section 11.13. Qualification of Indenture 63 Section 11.14. Table of Contents, Headings, etc; Headings 63 Section 11.15. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 PATRIOT ACT 63 EXHIBIT A FORM OF FACE OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit EXHIBIT B FORM OF CERTIFICATE OF FOR TRANSFER Exhibit TO QIB EXHIBIT C FORM OF CERTIFICATE OF EXCHANGE Exhibit FOR TRANSFER PURSUANT TO REGULATION S EXHIBIT D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE FOR TRANSFER PURSUANT TO RULE 144 iii INDENTURE, dated as of September 20March 5, 2017 among Viking Cruises Ltd2012, an exempted company incorporated with limited liability organized under the laws of Bermuda between Southwestern Energy Company, a Delaware corporation (the “Company”), the Guarantors (SEECO, Inc., Southwestern Energy Production Company and Southwestern Energy Services Company, each an Arkansas corporation, as defined) party hereto Note Guarantors, and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”), as Trustee. The Company, the Guarantors and the Trustee agree Each party agrees as follows for the benefit of each the other parties and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8754.10% Senior Notes due 2027 Due 2022 (each, a “Note,” and collectively, the “Notes”):) issued hereunder.

Appears in 1 contract

Samples: Southwestern Energy Co

NOTE GUARANTEES. Section 10.01 1201. Note Guarantee 101 114 Section 10.02 1202. Limitation on Guarantor Liability 102 116 Section 10.03 1203. Execution and Delivery of Note Guarantee 104 116 ARTICLE THIRTEEN SINKING FUNDS Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 1301. Applicability of Article 117 Section 10.05 Note Guarantees Release 105 1302. Satisfaction of Sinking Fund Payments with Securities 117 Section 1303. Redemption of Securities for Sinking Fund 117 ARTICLE 11FOURTEEN REPAYMENT AT OPTION OF HOLDERS Section 1401. SATISFACTION Applicability of Article 118 Section 1402. Repayment of Securities 119 Section 1403. Exercise of Option 119 Section 1404. When Securities Presented for Repayment Become Due and Payable 119 Section 1405. Securities Repaid in Part 120 ARTICLE FIFTEEN DEFEASANCE AND DISCHARGE COVENANT DEFEASANCE Section 11.01 Satisfaction 1501. Company’s Option to Effect Defeasance or Covenant Defeasance 120 Section 1502. Defeasance and Discharge 106 120 Section 11.02 Application of Trust 1503. Covenant Defeasance 121 Section 1504. Conditions to Defeasance or Covenant Defeasance 121 Section 1505. Deposited Money 107 and Government Obligations to Be Held in Trust; Other Miscellaneous Provisions 123 Section 1506. Reinstatement 124 ARTICLE 12. SIXTEEN MISCELLANEOUS Section 12.01 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication 1601. Counterparts 124 TESTIMONIUM 125 SIGNATURES AND SEALS 125 EXHIBIT A-1 — List of Restricted Subsidiaries EXHIBIT A-2 — List of Non-Guarantor Restricted Subsidiaries EXHIBIT B-1 — Form of Certificate to Be Given by Holders Person Entitled to Obtain Interest Payable Prior to the Exchange Date EXHIBIT B-2 — Form of Notes Certificate to Be Given by Euroclear and Clearstream Banking S.A. in Connection with Other Holders the Exchange of Notes 109 Section 12.04 Certificate and Opinion as a Portion of a Temporary Global Security or to Conditions Precedent 109 Section 12.05 Statements Required in Certificate or Opinion 109 Section 12.06 Rules by Trustee and Agents 110 Section 12.07 No Personal Liability Obtain Interest Payable Prior to the Exchange Date EXHIBIT C — Form of Directors, Officers, Employees and Stockholders 110 Section 12.08 Governing Law; Waiver Notation of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20, 2017 among Viking Cruises Ltd, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Guarantee

Appears in 1 contract

Samples: Indenture (AMC Networks Inc.)

NOTE GUARANTEES. Section 10.01 Note Guarantee 101 Section 10.02 Subordination of Guarantor Payments 102 Section 10.03 Limitation on Guarantor Liability 102 103 Section 10.03 10.04 Execution and Delivery 103 Section 10.05 Subrogation 104 Section 10.06 Benefits Acknowledged 104 Section 10.07 Release of Note Guarantee Guarantees 104 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 Note Guarantees Release 105 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 105 Section 11.02 Application of Trust Money 107 106 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 106 Section 12.02 Notices 108 107 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 [Reserved] 108 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 108 Section 12.05 Statements Required in Certificate or Opinion 109 Section 12.06 Rules by Trustee and Agents 110 109 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Section 12.08 Governing Law; Waiver of Trial by Jury Law 110 Section 12.09 Consent to Jurisdiction and Service Waiver of Process Jury Trial 110 Section 12.10 [Reserved] 110 Section 12.11 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 110 Section 12.12 Successors 110 Section 12.13 Severability 111 Section 12.13 12.14 Counterpart Originals 112 111 Section 12.14 12.15 Table of Contents, Headings, etc. 112 111 Section 12.15 12.16 Security Advice Waiver 111 Section 12.17 Patriot Act 111 Section 12.18 Judgment Currency 112 Page ARTICLE 13 SUBORDINATION OF NOTES Section 12.16 FATCA 13.01 Agreement to Subordinate 112 Section 13.02 Liquidation; Dissolution; Bankruptcy 112 Section 13.03 Default on Designated Senior Debt 113 Section 13.04 Acceleration of Notes 114 Section 13.05 When Distribution Must Be Paid Over 114 Section 13.06 Notice by the Company 115 Section 13.07 Subrogation 115 Section 13.08 Relative Rights 115 Section 13.09 Subordination May Not Be Impaired by the Company and Guarantors 116 Section 13.10 Distribution or Notice to Representative 116 Section 13.11 Rights of Trustee and Paying Agent 116 Section 13.12 Authorization to Effect Subordination 117 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE A Form of Note Exhibit B FORM OF CERTIFICATE OF TRANSFER Form of Certificate of Transfer Exhibit C FORM OF CERTIFICATE OF EXCHANGE Form of Certificate of Exchange Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE Form of Note Guarantee INDENTURE, dated as of September 20October 10, 2017 2016, among Viking Cruises LtdXxxxxx Inc., an exempted company incorporated with limited liability organized under the laws of Bermuda a Delaware corporation (the “Company”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust Companylisted on the signature pages hereto, N.A., a national banking associationDeutsche Trustee Company Limited, as trustee (in such capacityTrustee, the “Trustee”). The CompanyDeutsche Bank AG, the Guarantors London Branch as Principal Paying Agent and the Trustee agree Deutsche Bank Luxembourg S.A., as follows for the benefit of each other Transfer Agent and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Registrar.

Appears in 1 contract

Samples: Indenture (Belden Inc.)

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 107 Section 10.02 11.02 Limitation on Guarantor Liability 102 108 Section 10.03 Execution and Delivery 11.03 Evidence of Note Guarantee 104 108 Section 10.04 11.04 Guarantors May Consolidate, etc., on Certain Terms 105 109 Section 10.05 Note Guarantees Release 105 ARTICLE 11. 11.05 Guarantee Releases 109 SATISFACTION AND DISCHARGE Section 11.01 12.01 Satisfaction and Discharge 106 111 Section 11.02 12.02 Application of Trust Money 107 112 ARTICLE 12. 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Relation to Trust Indenture Act 112 Section 12.02 13.02 Notices 108 112 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 13.03 Certificate and Opinion as to Conditions Precedent 109 113 Section 12.05 13.04 Statements Required in Certificate or Opinion 109 114 Section 12.06 13.05 Rules by Trustee and Agents 110 114 Section 12.07 13.06 No Personal Liability of Directors, Officers, Employees and Stockholders 110 114 Section 12.08 13.07 Entire Agreement 114 Section 13.08 Governing Law; Waiver of Trial by Jury 110 Law 114 Section 12.09 Consent to 13.09 Jurisdiction and Service of Process 110 115 Section 12.10 13.10 No Adverse Interpretation of Other Agreements 111 115 Section 12.11 13.11 Successors 111 115 Section 12.12 13.12 Severability 111 115 Section 12.13 13.13 Counterpart Originals 112 115 Section 12.14 13.14 Table of Contents, Headings, etc. 112 116 Section 12.15 Judgment Currency 112 13.15 Payment Date Other Than a Business Day 116 Page Section 12.16 FATCA 112 13.16 Evidence of Action by Holders 116 Section 13.17 Force Majeure 116 Section 13.18 U.S.A. PATRIOT Act 117 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS INDENTURE dated as of September May 20, 2017 2021 among Viking Cruises LtdRENEWABLE ENERGY GROUP, an exempted company incorporated with limited liability organized under the laws of Bermuda INC., a Delaware corporation (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust CompanyUMB BANK, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Secured Green Notes due 2027 2028 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Renewable Energy Group, Inc.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 99 Section 10.02 Limitation on Guarantor Liability 102 100 Section 10.03 Execution and Delivery of Note Guarantee 104 101 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 101 Section 10.05 Note Guarantees Release 105 Releases 102 ARTICLE 11. XI SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 102 Section 11.02 Application of Trust Money 107 103 ARTICLE 12. XII MISCELLANEOUS Section 12.01 Concerning the Trust Indenture Act 104 Section 12.02 Notices 104 Section 12.03 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 105 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 105 Section 12.05 Statements Required in Certificate or Opinion 109 105 Section 12.06 Rules by Trustee and Agents 110 106 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Unitholders 106 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 106 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 106 Section 12.10 Successors 106 Section 12.11 Successors 111 Severability 106 Section 12.12 Severability 111 Counterpart Originals 106 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 107 ARTICLE XIII COLLATERAL Section 13.01 The Collateral 107 Section 13.02 Maintenance of Collateral; Further Assurances 108 Section 13.03 After-Acquired Property 108 Section 13.04 Amendment of Security Interest 109 Section 13.05 Real Estate Mortgages and Filings 109 Section 13.06 Release of Liens on the Collateral 112 Section 12.15 Judgment Currency 112 13.07 Authorization of Actions to be Taken by the Trustee or the Collateral Agent Under the Security Documents 113 Section 12.16 FATCA 112 13.08 Information Regarding Collateral 114 Section 13.09 Negative Pledge 114 Section 13.10 Regarding the Collateral Agent 115 Section 13.11 Conflicts 117 EXHIBITS Exhibit A1 A-1 FORM OF 2029 NOTE Exhibit A2 A-2 FORM OF REGULATION S TEMPORARY GLOBAL 2032 NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20February 2, 2017 2024 among Viking Cruises LtdNGL Energy Operating LLC, an exempted company incorporated with a Delaware limited liability organized under company (the laws “Operating LLC”), NGL Energy Finance Corp., a Delaware corporation (“Finance Corp.” and, together with Operating LLC, the “Issuers”), each a wholly owned subsidiary of Bermuda NGL Energy Partners LP, a Delaware limited partnership (the “Company”), the Guarantors (as defineddefined herein) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A., a national banking associationNational Association, as trustee with respect to the 2029 Notes and with respect to the 2032 Notes (in such capacity, the “Trustee”) and as collateral agent with respect to the 2029 Notes and with respect to the 2032 Notes (in such capacity, the “Collateral Agent”). The CompanyIssuers, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defineddefined herein) of the Company’s 5.875% Senior each series of Notes due 2027 (the “Notes”):as defined herein), respectively:

Appears in 1 contract

Samples: Supplemental Indenture (NGL Energy Partners LP)

NOTE GUARANTEES. Section 10.01 Guarantee 101 85 Section 10.02 Limitation on Guarantor Liability 102 86 Section 10.03 Execution and Delivery of Note Guarantee 104 86 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 87 Section 10.05 Note Guarantees Release 105 Releases 88 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 89 Section 11.02 Application of Trust Money 107 90 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 Trust Indenture Act Not Applicable 90 Section 12.02 Notices 90 Section 12.03 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 91 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 91 Section 12.05 Statements Required in Certificate or Opinion 109 92 Section 12.06 Rules by Trustee and Agents 110 92 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Equity Holders 92 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 93 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 93 Section 12.10 Successors 93 Section 12.11 Successors 111 Severability 93 Section 12.12 Severability 111 Counterpart Originals 93 Section 12.13 Counterpart Originals 112 Evidence of Action by Holders 93 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 94 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE NOTATION OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR GUARANTEE Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE This INDENTURE, dated as of September 20, 2017 2023, is among Viking Cruises LtdSUNOCO LP, an exempted company incorporated a Delaware limited partnership (“Sunoco LP”), SUNOCO FINANCE CORP., a Delaware corporation (“Finance Corp.” and, together with limited liability organized under the laws of Bermuda (Sunoco LP, the “CompanyIssuers”), the Guarantors (as defineddefined herein) party hereto and The U.S. Bank of New York Mellon Trust Company, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”). The CompanyIssuers, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defineddefined herein) of the Company’s 5.875Issuers’ 7.000% Senior Notes due 2027 2028 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Sunoco LP)

NOTE GUARANTEES. Section 10.01 Guarantee 101 11.01 Guarantee. 105 Section 10.02 11.02 Limitation on Guarantor Liability 102 Liability. 106 Section 10.03 11.03 Execution and Delivery of Note Guarantee 104 Guarantee. 106 Section 10.04 11.04 Guarantors May Consolidate, etc., on Certain Terms 105 Terms. 106 Section 10.05 Note Guarantees Release 105 11.05 Releases. 107 ARTICLE 1112 PRIORITY AGREEMENT AND ADDITIONAL PRIORITY AGREEMENTS Section 12.01 Priority Agreement. 108 Section 12.02 Priority Agreement; Additional Priority Agreements. 108 ARTICLE 13 SATISFACTION AND DISCHARGE Section 11.01 13.01 Satisfaction and Discharge 106 Discharge. 109 Section 11.02 13.02 Application of Trust Money 107 Money. 110 ARTICLE 12. 14 MISCELLANEOUS Section 12.01 [Reserved] 108 14.01 Notices. 110 Section 12.02 Notices 108 Section 12.03 Communication 14.02 Communications by Holders of Notes with Other Holders of Notes 109 Notes. 112 Section 12.04 14.03 Certificate and Opinion as to Conditions Precedent 109 Precedent. 112 Section 12.05 14.04 Statements Required in Certificate or Opinion 109 Opinion. 112 Section 12.06 14.05 Rules by Trustee and Agents 110 Agents. 113 Section 12.07 14.06 Agent for Service; Submission to Jurisdiction; Waiver of Immunities. 113 Section 14.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Shareholders. 113 Section 12.08 14.08 Governing Law; Waiver of Trial by Jury 110 . 113 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 14.09 No Adverse Interpretation of Other Agreements 111 Agreements. 113 Section 12.11 Successors 111 14.10 Successors. 114 Section 12.12 Severability 111 14.11 Severability. 114 Section 12.13 14.12 Counterpart Originals 112 Originals. 114 Section 12.14 14.13 Table of Contents, Headings, etc. 112 114 Section 12.15 14.14 Judgment Currency 112 Currency. 114 Section 12.16 FATCA 112 14.15 Prescription 114 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE NOTATION OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR GUARANTEE Exhibit E FORM OF NOTATION OF GUARANTEE SUPPLEMENTAL INDENTURE Exhibit F FORM OF SUPPLEMENTAL INDENTURE CEO/CFO SOLVENCY CERTIFICATE INDENTURE dated as of September 20July 10, 2017 2014 by and among Viking Cruises LtdWind Acquisition Finance S.A., an exempted company incorporated with a public limited liability company (société anonyme) organized and existing under the laws of Bermuda (the “Company”)Grand Duchy of Luxembourg, having its registered office at 00-00, Xxx Xxxxxx Xxxxxxxx, L-2540 Luxembourg and registered with the Guarantors (Luxembourg trade and companies register under number B109.825, as defined) party hereto and The Bank of New York Mellon Trust Company, N.A.Issuer. WIND Telecomunicazioni S.p.A., a national banking associationjoint stock company organized as a società per azioni under the laws of the Republic of Italy and subject to the direction and coordination of VimpelCom Limited, as trustee (in such capacityGuarantor, the “Deutsche Bank Trust Company Americas, as Trustee”), Deutsche Bank AG, London Branch as Principal Paying Agent and Calculation Agent, Deutsche Bank Trust Company Americas, as U.S. Paying Agent, U.S. Registrar and U.S. Transfer Agent and Deutsche Bank Luxembourg S.A., as Luxembourg Listing Agent, Luxembourg Paying Agent, Transfer Agent and Registrar. The Company, the Guarantors Issuer and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defineddefined below) of the Company’s 5.875U.S. dollar-denominated 43/4% Senior Secured Notes due 2027 2020 (the “Fixed Rate Dollar Notes”):), the euro-denominated 4% Senior Secured Notes due 2020 (the “Fixed Rate Euro Notes”) and the euro-denominated Floating Rate Senior Secured Notes due 2020 (the “Floating Rate Notes” and, together with the Fixed Rate Dollar Notes and the Fixed Rate Euro Notes, the “Notes” ) and the Holders of any Additional Notes (as defined below).

Appears in 1 contract

Samples: Indenture (VimpelCom Ltd.)

NOTE GUARANTEES. Section 10.01 11.01 Guarantee 101 99 Section 10.02 11.02 Limitation on Guarantor Liability 102 100 Section 10.03 11.03 Execution and Delivery of Note Guarantee 104 100 Section 10.04 11.04 Guarantors May Consolidate, etc., on Certain Terms 105 101 Section 10.05 Note Guarantees Release 105 11.05 Releases 101 ARTICLE 11. 12 SATISFACTION AND DISCHARGE Section 11.01 12.01 Satisfaction and Discharge 106 102 Section 11.02 12.02 Application of Trust Money 107 103 ARTICLE 12. 13 MISCELLANEOUS Section 12.01 [Reserved] 108 13.01 Trust Indenture Act Controls 104 Section 12.02 13.02 Notices 108 104 Section 12.03 13.03 Communication by Holders of Notes with Other Holders of Notes 109 105 Section 12.04 13.04 Certificate and Opinion as to Conditions Precedent 109 105 Section 12.05 13.05 Statements Required in Certificate or Opinion 109 105 Section 12.06 13.06 Rules by Trustee and Agents 110 106 Section 12.07 13.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 106 Section 12.08 13.08 Governing Law; Waiver of Trial by Jury 110 Law 106 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 13.09 No Adverse Interpretation of Other Agreements 111 106 Page Section 12.11 13.10 Successors 111 106 Section 12.12 13.11 Severability 111 106 Section 12.13 13.12 Counterpart Originals 112 106 Section 12.14 13.13 Table of Contents, Headings, etc. 112 etc 107 Section 12.15 Judgment Currency 112 13.14 U.S.A. Patriot Act 107 Section 12.16 FATCA 112 13.15 Force Majeure 107 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20April 27, 2017 2012 among Viking Cruises LtdCarmike Cinemas, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”)Inc., a Delaware corporation, the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust CompanyXxxxx Fargo Bank, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”)trustee. The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of (i) the Company’s 5.8757.375% Senior Secured Notes due 2027 2019, (ii) the Exchange Notes (as defined) and (iii) the Additional Notes (as defined) issued from time to time (any Additional Notes together with the Initial Notes and any Exchange Notes, the “Notes”):

Appears in 1 contract

Samples: Indenture (Carmike Cinemas Inc)

NOTE GUARANTEES. Section 10.01 Guarantee 101 Guarantee. 75 Section 10.02 Limitation on Guarantor Liability 102 Liability. 76 Section 10.03 Execution and Delivery of Note Guarantee 104 Guarantee. 77 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Terms. 78 Section 10.05 Note Guarantees Release 105 Releases. 79 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 Discharge. 80 Section 11.02 Application of Trust Money 107 Money. 80 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 [Reserved] 108 ]. 81 Section 12.02 Notices 108 Notices. 81 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 [Reserved]. 82 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 Precedent. 82 Section 12.05 Statements Required in Certificate or Opinion 109 Opinion. 82 Section 12.06 Rules by Trustee and Agents 110 Agents. 83 Section 12.07 No Personal Liability of Directors, Managers, Officers, Employees and Employees, Incorporators, Stockholders 110 or Members. 83 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Trial. 83 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Agreements. 83 Section 12.10 Successors. 83 Section 12.11 Successors 111 Severability. 83 Section 12.12 Severability 111 Counterpart Originals. 83 Section 12.13 Counterpart Originals 112 [Reserved]. 84 Section 12.14 Table of Contents, Headings, etc. 112 84 Section 12.15 Judgment Currency 112 U.S.A. Patriot Act. 84 Section 12.16 FATCA 112 Force Majeure. 84 Section 12.17 Jurisdiction; Consent to Service of Process. 84 SCHEDULES Schedule 1 GUARANTORS ON THE ISSUE DATE EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE iv INDENTURE dated as of September 20April 6, 2017 2018 among Viking Cruises LtdTronox Incorporated, an exempted company incorporated with limited liability organized under the laws a Delaware corporation, as Issuer, each of Bermuda (the “Company”), the Guarantors (as defineddefined herein) party hereto and The Bank of New York Mellon Trust CompanyWilmington Trust, N.A., a national banking associationNational Association, as trustee (in such capacity, the “Trustee”)trustee. The Company, the Guarantors Issuer and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8756.500% Senior Notes due 2027 2026 (the “Notes”):

Appears in 1 contract

Samples: Tronox LTD

NOTE GUARANTEES. Section 10.01 Guarantee 101 82 Section 10.02 Limitation on Guarantor Liability 102 83 Section 10.03 Execution and Delivery of Notation of Note Guarantee 104 83 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 84 Section 10.05 Note Guarantees Release 105 Releases 84 ARTICLE 11. 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 85 Section 11.02 Application of Trust Money 107 86 ARTICLE 12. 12 MISCELLANEOUS Section 12.01 TIA Not Applicable 87 Section 12.02 Notices 87 Section 12.03 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 88 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 88 Section 12.05 Statements Required in Certificate or Opinion 109 88 Section 12.06 Rules by Trustee and Agents 110 88 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Unitholders 89 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 89 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 89 Section 12.10 Successors 89 Section 12.11 Successors 111 Severability 89 Section 12.12 Severability 111 Counterpart Originals 89 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 89 Section 12.14 Payment Date Other Than a Business Day 89 Section 12.15 Judgment Currency 112 Evidence of Action by Holders 90 Section 12.16 FATCA 112 U.S.A. Patriot Act 90 Section 12.17 Force Majeure 90 Section 12.18 Waiver of Jury Trial 90 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE NOTATION OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR GUARANTEE Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE TO BE DELIVERED BY SUBSEQUENT GUARANTORS THIS INDENTURE dated as of September 20November 10, 2017 2020, is among Viking Cruises LtdAntero Midstream Partners LP, an exempted company incorporated a Delaware limited partnership (“Antero Midstream Partners”), and Antero Midstream Finance Corporation, a Delaware corporation (“Finance Corp.” and, together with limited liability organized under the laws of Bermuda (Antero Midstream Partners, the “CompanyIssuers”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust CompanyWxxxx Fargo Bank, N.A.National Association, a national banking association, as trustee (in such capacity, the “Trustee”)trustee. The CompanyIssuers, the Guarantors and the Trustee (as defined) agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the Company’s 5.8757.875% Senior Notes due 2027 2026 (the “Notes”):

Appears in 1 contract

Samples: Indenture (Antero Midstream Corp)

NOTE GUARANTEES. Section 10.01 7.1 Note Guarantees 86 Section 7.2 Note Guarantee 101 Unconditional 86 Section 10.02 Limitation on Guarantor Liability 102 7.3 Discharge Reinstatement 87 Section 10.03 7.4 Waiver by the Guarantors 87 Section 7.5 Subrogation and Contribution 88 Section 7.6 Stay of Acceleration 88 Section 7.7 Execution and Delivery of Note Guarantee 104 Guarantees 88 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 Section 10.05 7.8 Purpose of Note Guarantees 88 Section 7.9 Future Guarantors 88 Section 7.10 Release 105 of Note Guarantees 89 ARTICLE 11. SATISFACTION AND DISCHARGE VIII THE TRUSTEE Section 11.01 Satisfaction and Discharge 106 Section 11.02 Application 8.1 Duties of Trust Money 107 ARTICLE 12. MISCELLANEOUS Section 12.01 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 Section 12.05 Statements Required in Certificate or Opinion 109 Section 12.06 Rules by Trustee and Agents 110 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Section 12.11 Successors 111 Section 12.12 Severability 111 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as of September 20, 2017 among Viking Cruises Ltd, an exempted company incorporated with limited liability organized under the laws of Bermuda (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit 90 Section 8.2 Certain Rights of the Trustee; Performance of Trustee’s Duties 91 Section 8.3 Resignation and Removal; Appointment of Successor Trustee; Eligibility 94 Section 8.4 Acceptance of Appointment by Successor Trustee 95 Section 8.5 Trustee Fees and Expenses; Indemnity 96 Section 8.6 Documents Furnished to the Holders (as defined) 97 Section 8.7 Merger, Conversion, Consolidation and Succession 97 Section 8.8 Eligibility; Disqualification 98 Section 8.9 Money Held in Trust 98 Section 8.10 No Action Except Under Specified Documents or Instructions 98 Section 8.11 Not Acting in its Individual Capacity 98 Section 8.12 Maintenance of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Agencies 98 Section 8.13 Co-Trustees and Separate Trustees 99 ARTICLE IX

Appears in 1 contract

Samples: Indenture (Auna S.A.)

NOTE GUARANTEES. Section 10.01 Guarantee 101 84 Section 10.02 Limitation on Guarantor Liability 102 85 Section 10.03 Execution and Delivery of Note Guarantee 104 86 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 86 Section 10.05 Note Guarantees Release 105 ARTICLE 11. Releases 87 Article 11 SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 88 Section 11.02 Application of Trust Money 107 ARTICLE 12. 89 Article 12 MISCELLANEOUS Section 12.01 [Reserved] 108 89 Section 12.02 Notices 108 89 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 90 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 90 Section 12.05 Statements Required in Certificate or Opinion 109 91 Section 12.06 Rules by Trustee and Agents 110 91 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 91 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 91 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 Agreements. 91 Section 12.10 Successors 92 Section 12.11 Successors 111 Severability 92 Section 12.12 Severability 111 Counterpart Originals 92 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 Section 12.15 Judgment Currency 112 Section 12.16 FATCA 112 92 EXHIBITS Exhibit A1 A FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF FROM ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF NOTE GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE Exhibit G FORM OF POSITION REPRESENTATION This INDENTURE, dated as of September 2022, 2017 2021, is among Viking Cruises LtdCNX Midstream Partners LP, an exempted company incorporated with a Delaware limited liability organized under the laws of Bermuda partnership (the “CompanyIssuer”), the Guarantors subsidiary guarantors listed on the signature pages hereof (as definedeach, a “Guarantor” and collectively, the “Guarantors”) party hereto and The Bank of New York Mellon Trust CompanyUMB Bank, N.A., a national banking association, as trustee (in such capacity, the “Trustee”)trustee. The CompanyIssuer, the Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined) of the CompanyIssuer’s 5.8754.750% Senior Notes due 2027 2030 (the “Notes”):

Appears in 1 contract

Samples: Indenture (CNX Resources Corp)

NOTE GUARANTEES. Section 10.01 Guarantee 101 94 Section 10.02 Limitation on Guarantor Liability 102 95 Section 10.03 Execution and Delivery of Note Guarantee 104 Notation 95 Section 10.04 Guarantors May Consolidate, etc., on Certain Terms 105 95 Section 10.05 Note Guarantees Release 105 Releases 96 ARTICLE 11. XI SATISFACTION AND DISCHARGE Section 11.01 Satisfaction and Discharge 106 97 Section 11.02 Application of Trust Money 107 98 ARTICLE 12. XII MISCELLANEOUS Section 12.01 Concerning the Trust Indenture Act 98 Section 12.02 Notices 98 Section 12.03 [Reserved] 108 Section 12.02 Notices 108 Section 12.03 Communication by Holders of Notes with Other Holders of Notes 109 99 Section 12.04 Certificate and Opinion as to Conditions Precedent 109 99 Section 12.05 Statements Required in Certificate or Opinion 109 99 Section 12.06 Rules by Trustee and Agents 110 100 Section 12.07 No Personal Liability of Directors, Officers, Employees and Stockholders 110 Unitholders 100 Section 12.08 Governing Law; Waiver of Trial by Jury 110 Law 100 Section 12.09 Consent to Jurisdiction and Service of Process 110 Section 12.10 No Adverse Interpretation of Other Agreements 111 100 Section 12.10 Successors 100 Section 12.11 Successors 111 Severability 100 Section 12.12 Severability 111 Counterpart Originals 100 Section 12.13 Counterpart Originals 112 Section 12.14 Table of Contents, Headings, etc. 112 101 ARTICLE XIII COLLATERAL Section 12.15 Judgment Currency 112 13.01 The Collateral 101 Section 12.16 FATCA 112 EXHIBITS Exhibit A1 FORM OF NOTE Exhibit A2 FORM OF REGULATION S TEMPORARY GLOBAL NOTE Exhibit B FORM OF CERTIFICATE OF TRANSFER Exhibit C FORM OF CERTIFICATE OF EXCHANGE Exhibit D FORM OF CERTIFICATE OF ACQUIRING INSTITUTIONAL ACCREDITED INVESTOR Exhibit E FORM OF NOTATION OF GUARANTEE Exhibit F FORM OF SUPPLEMENTAL INDENTURE INDENTURE dated as 13.02 Maintenance of September 20, 2017 among Viking Cruises Ltd, an exempted company incorporated with limited liability organized under Collateral; Further Assurances 102 Section 13.03 After-Acquired Property 102 Section 13.04 Impairment of Security Interest 103 Section 13.05 Real Estate Mortgages and Filings 103 Section 13.06 Release of Liens on the laws Collateral 106 Section 13.07 Authorization of Bermuda (the “Company”), the Guarantors (as defined) party hereto and The Bank of New York Mellon Trust Company, N.A., a national banking association, as trustee (in such capacity, the “Trustee”). The Company, the Guarantors and Actions to be Taken by the Trustee agree as follows for or the benefit of each other and for Collateral Agent Under the equal and ratable benefit of the Holders (as defined) of the Company’s 5.875% Senior Notes due 2027 (the “Notes”):Security Documents 107 Section 13.08 Information Regarding Collateral 108 Section 13.09 Negative Pledge 108

Appears in 1 contract

Samples: Indenture (NGL Energy Partners LP)

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