Common use of PIK Notes Clause in Contracts

PIK Notes. The Company may, without the consent of the Holders of the Notes, in connection with the payment of PIK Interest in accordance with Section 2.04(c), create and issue PIK Notes having the same terms and conditions as the Notes issued prior to the issuance of such PIK Notes (including the benefit of the Subsidiary Guarantees) in all respects (or in all respects except for the issue date, issue price and the first payment of interest thereon and, to the extent necessary, certain temporary securities law transfer restrictions). Any such PIK Notes may be consolidated and form a single series with the previously outstanding Notes, provided that such PIK Notes must be treated as part of the same issue as the previously outstanding Notes for U.S. federal income tax purposes. PIK Notes issued in this manner will be consolidated and form a single series with the previously outstanding Notes in accordance with the requirements of the Depositary. In connection with any issuance of PIK Notes, the Company shall deliver an Authentication Certificate to the Trustee directing the Trustee to authenticate and deliver PIK Notes on the relevant Interest Payment Date that cash interest would otherwise have been payable and in the aggregate principal amount of such PIK Interest specified therein, and the Trustee in accordance with such Authentication Certificate, shall authenticate and deliver such PIK Notes. The PIK Notes will be (i) represented by an increase in the aggregate principal amount of the Global Notes where the PIK Interest is payable in respect of issued Global Notes, or (ii) issued in the form of Certificated Notes where the PIK Interest is payable in respect of issued Certificated Notes or if the Notes are no longer represented by Global Notes. All PIK Notes will rank pari passu in right of payment with the Notes, will be guaranteed on a pari passu basis by each Subsidiary Guarantor and will be secured equally and ratably with the Notes by Liens on the Collateral held by the Security Trustee for as long as the Notes and the Subsidiary Guarantees are secured by the Collateral, on and subject to the terms contained in the Indenture.

PIK Notes. The Company mayAt all times prior to the Rate Adjustment Date, without PIK Interest on the consent Notes shall be payable: (i) with respect to Notes represented by one or more Global Notes registered in the name of, or held by, the Depositary (or any successor depository) or its nominee on the relevant record date, by increasing the principal amount of the Holders outstanding Global Notes, effective as of the Notesapplicable Interest Payment Date, in connection with by an amount equal to the payment amount of PIK Interest in accordance for the applicable interest period (rounded up to the nearest whole dollar) at the request of the Company to increase the principal amount of the outstanding Global Note and (ii) with Section 2.04(c)respect to Physical Notes, create and issue if any, by issuing PIK Notes having the same terms and conditions in certificated form, dated as the Notes issued prior to the issuance of such PIK Notes (including the benefit of the Subsidiary Guarantees) in all respects (or in all respects except for the issue date, issue price and the first payment of interest thereon and, to the extent necessary, certain temporary securities law transfer restrictions). Any such PIK Notes may be consolidated and form a single series with the previously outstanding Notes, provided that such PIK Notes must be treated as part of the same issue as the previously outstanding Notes for U.S. federal income tax purposes. PIK Notes issued in this manner will be consolidated and form a single series with the previously outstanding Notes in accordance with the requirements of the Depositary. In connection with any issuance of PIK Notes, the Company shall deliver an Authentication Certificate to the Trustee directing the Trustee to authenticate and deliver PIK Notes on the relevant applicable Interest Payment Date that cash interest would otherwise have been payable and Date, in the an aggregate principal amount equal to the amount of such the PIK Interest specified thereinfor the applicable interest period (rounded up to the nearest whole dollar), and the Trustee in accordance with such Authentication Certificatewill, shall upon receipt of a Company Order, authenticate and deliver such PIK NotesNotes in certificated form for original issuance to the Holders on the relevant record date, as shown by the records of the register of holders. The Following an increase in the principal amount of the outstanding Global Notes as a result of a PIK Payment, such Global Notes will bear interest on such increased principal amount from and after the Interest Payment Date in respect of which such PIK Payment was made. Any PIK Notes issued in certificated form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. Any certificated PIK Notes will be (i) represented by an increase in issued with the aggregate principal amount description “PIK” on the face of such PIK Note. All Notes issued pursuant to a PIK Payment will mature on the Global Notes where the PIK Interest is payable in respect of issued Global Notes, or (ii) issued in the form of Certificated Notes where the PIK Interest is payable in respect of issued Certificated Notes or if same maturity date as the Notes are no longer represented by Global Notes. All PIK Notes will rank pari passu in right of payment with issued on the Notes, will be guaranteed on a pari passu basis by each Subsidiary Guarantor Issue Date and will be secured equally and ratably with the Notes by Liens on the Collateral held by the Security Trustee for as long as the Notes and the Subsidiary Guarantees are secured by the Collateralgoverned by, on and subject to the terms contained in terms, provisions and conditions of, the IndentureIndenture and shall have the same rights and benefits as the Notes issued on the Issue Date.