Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 17 contracts
Samples: Indenture (Singing Machine Co Inc), Indenture (Singing Machine Co Inc), Indenture (Ault Global Holdings, Inc.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or the Guarantor or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, or (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, the Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 9 contracts
Samples: Teva Pharmaceutical Industries LTD, Teva Pharmaceutical Finance Co B.V., Teva Pharmaceutical Finance Co B.V.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vivii) reduce the requirements contained in this Indenture for quorum or voting; or (viiviii) modify any of the above provisions; provided, further, that if the Securities of such series are held by a MetLife Trust or a trustee of such Trust, such supplemental indenture shall not be effective until the holders of not less than a majority in liquidation preference of Trust Securities of the applicable MetLife Trust shall have consented to such supplemental indenture; and, provided, further, that if the consent of the holder of each outstanding Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable MetLife Trust shall have consented to such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 7 contracts
Samples: Indenture (Metlife Inc), 1 (Metlife Capital Trust Iii), Metlife Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced Except as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstandingset forth below, the Company, when authorized by Board Resolutions, Trustee and the Trustee Co-Issuers may from time to time and at any time enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding add any provisions to to, or changing change in any manner or eliminating eliminate any of the provisions of of, this Indenture or of any supplemental indenture or of modifying modify in any manner not covered by Section 9.01 the rights of the Holders of any Class of Notes or the Preferred Shares under this Indenture only (x) with the written consent of the Holders of a Majority in Aggregate Outstanding Amount of the Notes of each Class materially and adversely affected thereby (excluding any Notes owned by the Loan Obligation Manager or any of its Affiliates or by any accounts managed by them) and the Holder of Preferred Shares if materially and adversely affected thereby, by Act of said Securityholders delivered to the Trustee and the Co-Issuers, and (y) subject to satisfaction of the Rating Agency Condition, notice of which may be in electronic form. Unless the Trustee is notified (after giving (x) 15 Business Days’ notice of such change to the Holders of each Class of Notes and the Holder of the Preferred Shares requesting notification by such Noteholders and holders of the Securities Preferred Shares if any such Noteholders or holders of the Preferred Shares would be materially and adversely affected by the proposed supplemental indenture and (y) following such initial 15 Business Day period, an additional 15 Business Days’ notice to any holder of Notes or Preferred Shares that did not respond to the initial notice) by Holders of a Majority in Aggregate Outstanding Amount of the Notes of any Class that such Class of Notes will be materially and adversely affected by the proposed supplemental indenture (and upon receipt of an Officer’s Certificate of the Loan Obligation Manager), the interests of such series under this Indenture; provided, however, that no Class and the interests of the Preferred Shares will be deemed not to be materially and adversely affected by such proposed supplemental indenture and the Trustee will be permitted to enter into such supplemental indenture shall, without indenture. Such determinations shall be conclusive and binding on all present and future Noteholders. The consent of the Holders of the Preferred Shares shall be binding on all present and future Holders of the Preferred Shares. The Trustee shall not be liable for any such determination made in good faith and in reliance upon an Officer’s Certificate of the Loan Obligation Manager. Without the consent of (x) all of the holders Holders of each Security then Outstanding Class of Notes materially adversely affected and (y) all of the Holders of the Preferred Shares materially adversely affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed no supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.indenture may:
Appears in 6 contracts
Samples: Indenture (Arbor Realty Trust Inc), Indenture (Arbor Realty Trust Inc), Indenture (Arbor Realty Trust Inc)
Supplemental Indentures With Consent of Securityholders. (a) With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Outstanding Securities of each series affected by such supplemental indenture or indentures at the time Outstandinga series, the CompanyIssuer and the Guarantor, each, when authorized by a resolution of its Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order or Guarantor Order, as applicable), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (hereto, which shall conform to the provisions of comply with the Trust Indenture Act Act, as then in effect) , for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture with respect to such series or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureor of the Coupons appertaining to such Securities; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the fixed final maturity of any Securities of any seriesthen issued Security, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (ii) including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in such Securities and any Coupons thereon or in accordance with the terms thereof, or reduce the amount of the principal of an a then issued Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if such Securities provide therefor, any payment on or with respect to any Security; right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, (vii) reduce the percentage in principal amount of outstanding then issued Securities of any such series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any each Security so affected or (iii) other than as expressly permitted in this Indenture, modify the Guarantee with respect to such series affected thereby under this Section to approve in a manner that adversely affects the particular form Holders of any proposed supplemental indentureSecurities of such series, but it shall be sufficient if such without the consent shall approve of the substance thereofHolder of each Security so affected.
Appears in 6 contracts
Samples: Senior Indenture (Enstar Finance LLC), Indenture (Enstar Finance LLC), Subordinated Indenture (Enstar Finance LLC)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 10.12 or Section 10.14 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 6 contracts
Samples: GasLog Partners LP, GasLog Partners LP, GasLog Ltd.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Debt Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by a Board ResolutionsResolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Debt Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Debt Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Debt Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; , without the consent of the holder of each Debt Security so affected or (ii) reduce the amount aforesaid percentage of principal Debt Securities, the holders of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant which are required to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect consent to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionssuch supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 6 contracts
Samples: Indenture (Peco Energy Co), Telephone and Data (Telephone & Data Systems Inc), Indenture (Exelon Corp)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the CompanyCompany and a Guarantor, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 6 contracts
Samples: Indenture (MARRIOTT VACATIONS WORLDWIDE Corp), Indenture (MARRIOTT VACATIONS WORLDWIDE Corp), ADT, Inc.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) change any obligation to pay additional amounts; (iii) reduce the amount of principal of an Original Issue Discount Security original issue discount security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iiiiv) change the currency in which any Security or any premium or interest is payable; (ivv) impair the right to institute suit for enforce any payment on or with respect to any Security; (vvi) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vii) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture the indenture or for waiver of compliance with certain provisions of this Indenture the indenture or for waiver of certain defaults; (viix) reduce the requirements contained in this Indenture the indenture for quorum or voting; (x) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by the indentures; or (viixi) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 4 contracts
Samples: Indenture (Anthracite Capital Inc), Impac Mortgage Holdings Inc, Capital Trust Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders Holder of each Security then Outstanding and affected therebyso affected, (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (iiincluding any amount in respect of original issue discount) or interest thereon payable in any currency other than that provided in the Securities or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment or conversion thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, or with respect modify any of the provisions of this paragraph except to increase any Securityrequired percentage or to provide that certain other provisions cannot be modified or waived without the consent of the Holder of each Security so affected; provided, that no consent of any Holder of any Security shall be necessary under this Section 8.02 to permit the Trustee and the Issuer to execute supplemental indentures pursuant to Section 8.01(e) of this Indenture, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give a notice thereof to the Holders of then Outstanding Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 4 contracts
Samples: Indenture (LSB Industries Inc), Indenture (LSB Industries Inc), Indenture (LSB Industries Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the CompanyCompany and a Guarantor, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or cause to be mailed a notice thereof by first-class mail to the holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 4 contracts
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or a guarantor of the Securities or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 4 contracts
Samples: Teva Pharmaceutical Finance Co B.V., Teva Pharmaceutical Finance Co B.V., Teva Pharmaceutical Finance Vi B.V.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity date of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)maturity; (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to receive payment of principal of and interest on any Security (whether upon redemption, repurchase, maturity, or otherwise) or payment or delivery of any amounts due upon conversion of Securities of any series that are convertible into shares of common stock or other securities on or after the due dates or to institute suit for the enforcement of any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, that Security (if applicable); (vi) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions any provision of this Indenture or for waiver of certain defaultsIndenture; (viviii) reduce the requirements contained in this Indenture for a quorum for a meeting or for voting; (ix) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by this Indenture; or (viix) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 4 contracts
Samples: Indenture (Brickell Biotech, Inc.), Protalix BioTherapeutics, Inc., Protalix BioTherapeutics, Inc.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the secured Securities; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (viviii) reduce the requirements contained in this Indenture for quorum or voting; (ix) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by the indentures; or (viix) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 4 contracts
Samples: Guaranty Agreement (Seacor Smit Inc), Indenture (Franklin Resources Inc), Genesis Home Centers Limited Partnership
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) change any obligation to pay additional amounts; (iii) reduce the amount of principal of an Original Issue Discount Security original issue discount security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iiiiv) change the currency in which any Security or any premium or interest is payable; (ivv) impair the right to institute suit for enforce any payment on or with respect to any Security; (vvi) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vii) modify the subordination provisions in a manner adverse to the holders of such Securities; (viii) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities; (ix) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture the indenture or for waiver of compliance with certain provisions of this Indenture the indenture or for waiver of certain defaults; (vix) reduce the requirements contained in this Indenture the indenture for quorum or voting; (xi) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by the indentures; or (viixii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 4 contracts
Samples: Indenture (Anthracite Capital Inc), Impac Mortgage Holdings Inc, Capital Trust Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount at Maturity of the Securities at the time Outstanding of each series Series affected by such supplemental indenture or indentures at the time Outstanding(treated as one class), the Company, when authorized by a resolution of its Board Resolutionsof Directors, the Guarantor, when authorized by a Guarantor’s Board Resolution and the Trustee may for such Series of Securities may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act Act, if such act shall then be applicable to the Indenture, as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this IndentureSeries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed maturity final Maturity of any Securities Security of any seriessuch Series, or reduce the principal amount thereof, thereof or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security , or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security impair or any premium or interest is payable; (iv) impair affect the right of any Securityholder of such Series to institute suit for any payment on thereof or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriessuch Series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security of such Series so affected. Upon the request of the Company or amendment the Guarantor, accompanied by a copy of a resolution of the Board of Directors or by a copy of a Guarantor’s Board Resolution, certified by the secretary or an assistant secretary of the Company or the Guarantor, as the case may be, authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee for such Series of Securities of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1, the Trustee for such Series of Securities shall join with the Company and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects such Trustee’s own rights, duties or immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained otherwise, in this Indenture for quorum or voting; or (vii) modify any of the above provisionswhich case such Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, the Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Company and the Guarantor shall give notice in the manner and to the extent provided in Section 11.4 to the Holders of Securities of each Series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company or the Guarantor to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture. For the purposes of this Section 8.2 only, if the Securities of any Series are issuable upon the exercise of warrants, each holder of an unexercised and unexpired warrant with respect to such Series shall be deemed to be a Holder of Outstanding Securities of such Series in the amount issuable upon the exercise of such warrant. For such purposes, the ownership of any such warrant shall be determined by the Company and the Guarantor in a manner consistent with customary commercial practices. The Trustee for such Series shall be entitled to rely on an Officers’ Certificate or a Guarantor’s Officer’s Certificate as to the principal amount of Securities of such Series in respect of which consents shall have been executed by holders of such warrants.
Appears in 4 contracts
Samples: Senior Indenture (Markel Corp), Senior Indenture (ALTERRA CAPITAL HOLDINGS LTD), Senior Indenture (Alterra Finance LLC)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each one or more series affected by such supplemental indenture or indentures at the time Outstanding(voting as separate series), the CompanyIssuer, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureconsenting series; provided, however, that no such supplemental indenture shall, without the consent of the holders Holder of each Security then Outstanding and affected therebyso affected, (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (iiincluding any amount in respect of original issue discount) or interest thereon payable in any currency other than that provided in the Securities or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which bankruptcy pursuant to Section 5.02, or waive a default in the payment of principal of any Security or any premium interest thereon or interest is payable; (iv) change a provision related to the waiver of past defaults or changes or impair the right of any Securityholder to institute suit for the payment or conversion thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, or with respect (b) modify any of the provisions of this section except to increase any Security; required percentage or to provide that certain other provisions cannot be modified or waived without the consent of the Holder of each Security so affected, or (vc) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture or the consent of Holders of which is required for any modification, amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences provided for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture. A supplemental indenture which changes or eliminates any covenant, Event of Default or other provision of this Indenture (1) that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii2) modify which modifies the rights of Holders of Securities of one or more series with respect to any covenant, Event of Default or provision, shall be deemed not to affect the rights under this Indenture of the above provisionsHolders of Securities of any other series with respect to which such covenant, Event of Default or other provision has not be modified. Upon the request of the Issuer, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall prepare a notice thereof and deliver it to the Trustee for delivery to the Holders of then Outstanding Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register (or for Securities held by the Depositary, pursuant to its applicable procedures), and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Issuer or the Trustee to deliver such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 4 contracts
Samples: Indenture (Intercept Pharmaceuticals, Inc.), Security Agreement (Intercept Pharmaceuticals, Inc.), Security Agreement (Intercept Pharmaceuticals, Inc.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount at Maturity of the Securities at the time Outstanding of each series Series affected by such supplemental indenture or indentures at the time Outstanding(treated as one class), the Company, when authorized by a resolution of its Board Resolutionsof Directors, the Guarantor, when authorized by a Guarantor’s Board Resolution and the Trustee may for such Series of Securities may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939, if such act shall then be applicable to the Indenture, as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this IndentureSeries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed maturity final Maturity of any Securities Security of any seriessuch Series, or reduce the principal amount thereof, thereof or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security , or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security impair or any premium or interest is payable; (iv) impair affect the right of any Securityholder of such Series to institute suit for any payment on thereof or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriessuch Series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security of such Series so affected. Upon the request of the Company or amendment the Guarantor, accompanied by a copy of a resolution of the Board of Directors or by a copy of a Guarantor’s Board Resolution, certified by the secretary or an assistant secretary of the Company or the Guarantor, as the case may be, authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee for such Series of Securities of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1, the Trustee for such Series of Securities shall join with the Company and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects such Trustee’s own rights, duties or immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained otherwise, in this Indenture for quorum or voting; or (vii) modify any of the above provisionswhich case such Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, the Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Company and the Guarantor shall give notice in the manner and to the extent provided in Section 11.4 to the Holders of Securities of each Series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company or the Guarantor to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture. For the purposes of this Section 8.2 only, if the Securities of any Series are issuable upon the exercise of warrants, each holder of an unexercised and unexpired warrant with respect to such Series shall be deemed to be a Holder of Outstanding Securities of such Series in the amount issuable upon the exercise of such warrant. For such purposes, the ownership of any such warrant shall be determined by the Company and the Guarantor in a manner consistent with customary commercial practices. The Trustee for such Series shall be entitled to rely on an Officers’ Certificate or a Guarantor’s Officer’s Certificate as to the principal amount of Securities of such Series in respect of which consents shall have been executed by holders of such warrants.
Appears in 3 contracts
Samples: Indenture (Max Re Capital LTD), Max USA Holdings Ltd., Max USA Holdings Ltd.
Supplemental Indentures With Consent of Securityholders. With the written consent (evidenced as provided in Section 8.01) of the holders of not less than at least a majority in aggregate principal amount of the Securities of each series at the time Outstanding (including Additional Securities, if any) affected by such supplemental indenture or indentures at indentures, by act of said holders delivered to the time OutstandingCompany, the Guarantor and the Trustee, the Guarantor and the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected therebythereby (including Additional Securities, if any), shall (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment any Security of interest thereon, or reduce any premium payable upon the redemption thereofeither series; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)either series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableof either series; (iv) make any Security of either series payable in currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Security; after the fixed maturity thereof (v) reduce or in the percentage in principal amount case of outstanding Securities of any seriesredemption, on or after the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsredemption date); (vi) reduce the requirements contained aforesaid percentage of Securities of either series, the holders of which are required to consent to any such supplemental indenture or indentures; (vii) expressly subordinate in right of payment the Securities of either series or a Guarantee thereof; (viii) except as expressly permitted by this Indenture for quorum or votingIndenture, modify a Guarantee in any manner adverse to the holders of the Securities of either series issued hereunder; or (viiix) modify make any of the above change in these amendment and waiver provisions. It shall not be necessary for the consent of the Securityholders of any either series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenturesupplement, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Guarantor, the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or cause to be mailed a notice thereof by first class mail (and/or to the extent permitted by applicable procedures or regulations, electronically deliver or cause to be electronically delivered) to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail (and/or to the extent permitted by applicable procedures or regulations, electronically deliver) such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: Mallinckrodt PLC, Mallinckrodt PLC, Covidien PLC
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each a series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the Company, when authorized by Board Resolutions, the Guarantors and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders Holders of each Security of such series then Outstanding and affected thereby, shall (i) extend change the fixed stated maturity of any Securities of any seriesthe principal of, or reduce the principal amount thereof, or reduce the rate or extend the time of payment installment of interest thereonon, or reduce any premium payable upon the redemption thereofSecurity of such series; (ii) reduce the principal amount of, or the rate of principal interest on, any Security of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)such series; (iii) reduce any premium, if any, payable on the redemption or required repurchase of any Security of such series or change the date on which any Securities of such series may be redeemed or required to be repurchased; (iv) change the coin or currency in which any Security or any premium the principal of, premium, if any, or interest on any Securities of such series is payable; (ivv) impair the right of any Holder of any Security of such series to institute suit for the enforcement of any payment of principal and interest (including Additional Amounts, if any) on such Holder’s Securities on or with respect to after the stated maturity of any SecuritySecurities of such series; (vvi) reduce the percentage in principal amount of outstanding the Outstanding Securities of any such series, the consent of whose holders Holders is required for modification in order to amend, modify or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.supplement this
Appears in 3 contracts
Samples: STERIS PLC, STERIS LTD, STERIS LTD
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolution may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities Security or of any seriesinstallment of principal of any such Security, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon, payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms of such Securities, (vii) change the Issuer’s obligations to pay additional amounts established pursuant to Section 2.03(s) (if any), (viii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof of such Security pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount provable in which any Security bankruptcy pursuant to Section 4.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, impair or affect any payment on right of repayment at the option of the Securityholder, or (ix) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer of the Securities or of other entities or other property (or the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with respect to any Security; the terms of such Securities, in each case without the consent of the Holder of each Security so affected, or (vx) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesseries or class, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of the Board Resolution (which Board Resolution may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by a Responsible Officer of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any its discretion, but shall not be obligated to, enter into such supplemental indenture. The Trustee, at the expense of the above provisionsIssuer, shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel with regard to any such supplemental indenture, upon which the Trustee may conclusively rely in entering into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: Senior Indenture (Orix Corp), Orix Corp, Orix Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (voting as one class) at the time Outstandingoutstanding, the CompanyCorporation, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) shall extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, rate or reduce change the method to be used in establishing the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof, or reduce any premium payable upon the redemption thereof; (ii) , or reduce the amount of the principal of an Original Issue Discount a Discounted Security or any other Security that would be due and payable upon a declaration of acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 7.01, or make the currency in which any Security principal thereof or any premium or interest is payable; thereon payable in any coin or currency other than that provided in such Securities, without the consent of the holder of each Security so affected, or (ivii) impair reduce the right aforesaid percentage of Securities, the holders of which are required to institute suit consent to any such supplemental indenture, without the consent of the holders of all Securities of the series affected then outstanding. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for any payment on the benefit of one or more particular series of Securities, or which modifies the rights of the holders of Securities of such series with respect to any Security; (v) reduce such covenant or other provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding the holders of Securities of any other series. Upon the request of the Corporation, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is required for modification Securityholders as aforesaid, the Trustee shall join with the Corporation in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 3 contracts
Samples: Indenture (Baltimore Gas & Electric Co), Consolidation, Merger and Sale (Baltimore Gas & Electric Co), Baltimore Gas & Electric Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstandingoutstanding (including consents obtained in connection with a tender offer or exchange offer for the Securities), the CompanyIssuer, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this IndentureSecurities; provided, however, PROVIDED that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and Holder affected therebythereby (with respect to any Securities held by a non-consenting Securityholder), (i) extend reduce the principal amount of Securities whose Holders must consent to an amendment, supplement or waiver, (ii) reduce the principal of or change the fixed maturity of any Securities Security or alter the provisions with respect to the redemption of any seriesthe Securities, or reduce the principal amount thereof, or (iii) reduce the rate of or extend change the time of for payment of interest thereonon any Security, (iv) waive a Default or reduce any premium payable upon Event of Default in the redemption thereof; (ii) reduce the amount payment of principal of an Original Issue Discount Security or any other Security payable upon premium, if any, or interest on the Securities (except a rescission of acceleration of the maturity thereof pursuant to Section 6.01(bSecurities by the Holders of at least a majority in aggregate principal amount of the then outstanding Securities and a waiver of the payment default that resulted from such acceleration); , (iiiv) change the currency in which make any Security payable in money other than that stated in the Securities, (vi) make any change in the provisions of the Indenture relating to waivers of past Defaults or any premium the rights of Holders of Securities to receive payments of principal of or interest is payable; on the Securities, (ivvii) impair the right to institute suit for any waive a redemption payment on or with respect to any Security; Security or (vviii) reduce make any change in the percentage in principal amount foregoing amendment and waiver provisions. The Issuer may, but shall not be obligated to, fix a record date for the purpose of outstanding Securities determining the Holders entitled to consent to any indenture supplemental hereto. If a record date is fixed, then those Persons who were Holders at such record date (or their duly designated proxies), and only those Persons, shall be entitled to consent to such supplemental indenture or to revoke any consent previously given, whether or not such Persons continue to be Holders after such record date. No such consent shall be valid or effective for more than 90 days after such record date. Upon the request of the Issuer accompanied by a copy of a resolution of the Board of Directors certified by the Secretary or an Assistant Secretary of the Issuer authorizing the execution of any seriessuch supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is the required for modification Securityholders and other documents, if any, required by Section 7.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 8.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 8.2, the Issuer shall mail a notice thereof by first-class mail to the Holders of Securities at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: Indenture (Trans World Gaming Corp), Value Partners LTD /Tx/, Trans World Gaming Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or a guarantor of the Securities or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: Indenture (Abn Amro Bank Nv), Indenture (Orvet Pharmaceuticals Finance Sa), Indenture (Abn Amro Bank Nv)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity date of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)maturity; (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to receive payment of principal of and interest on any Security (whether upon redemption, repurchase, maturity, or otherwise) or payment or delivery of any amounts due upon conversion of Securities of any series that are convertible into shares of common stock or other securities on or after the due dates or to institute suit for the enforcement of any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, that Security (if applicable); (vi) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions any provision of this Indenture or for waiver of certain defaultsIndenture; (viviii) reduce the requirements contained in this Indenture for a quorum for a meeting or for voting; (ix) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by this Indenture; (x) modify the subordination provisions in a manner adverse to the holders of such Securities; or (viixi) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 3 contracts
Samples: Indenture (Protalix BioTherapeutics, Inc.), Protalix BioTherapeutics, Inc., Indenture (Protalix BioTherapeutics, Inc.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the CompanyCompany and any Guarantor, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: TYCO INTERNATIONAL PLC, Tyco International Finance S.A., TYCO INTERNATIONAL PLC
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), the Guarantors, when each authorized by a Guarantor’s Board Resolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); 5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, (iiiviii) change modify or amend any provisions relating to the currency in which any Security conversion or exchange of the Securities for securities of the Issuer or any premium Guarantor or interest is payable; of other entities or other property (ivor the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with the terms thereof, (ix) alter the provisions of Section 11.11 or Section 11.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of Holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolution may provide general terms or parameters for waiver such action and may provide that the specific terms of compliance such action may be determined in accordance with certain provisions or pursuant to an Issuer Order) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, or upon the request of any Guarantor, accompanied by a copy of a Guarantor’s Board Resolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) certified by the secretary or an assistant secretary of such Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of the Holders of the Securities as aforesaid and other documents, if any required by Section 7.01, the Trustee shall join with the Issuer and the Guarantors in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, the Guarantors and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by mailing notice thereof by first class mail to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 3 contracts
Samples: Senior Indenture (Bank of America Corp /De/), Abn Amro Bank Nv, Abn Amro Bank Nv
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose the holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vivii) reduce the requirements contained in this Indenture for quorum or voting; or (viiviii) modify any of the above provisions; provided, further, that if the Securities of such series are held by an American Equity Trust or a trustee of such Trust, any such supplemental indenture that affects the interests or rights of the holders of the Trust Securities shall not be effective until the holders of not less than a majority in liquidation preference of Trust Securities of the applicable American Equity Trust shall have consented to such supplemental indenture; and, provided, further, that if the consent of the holder of each outstanding Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable American Equity Trust shall have consented to such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Indenture (American Equity Investment Life Holding Co), American Equity Investment Life Holding Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) Article 8) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each series affected at the time Outstanding by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this IndentureSecurities; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia)(i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); 6.01 or the amount thereof provable in bankruptcy pursuant to Section 6.02, (iii) change the currency in which any Security or any premium or interest is payable; (ivviii) impair the conversion or exchange rights of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with the terms thereof, (ix) alter the provisions of Section 12.11 or 12.12 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesSecurities, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce any such supplemental indenture, without the requirements contained in this Indenture for quorum or voting; or (vii) modify any consent of the above provisionsHolders of each Security so affected. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by mailing notice thereof by first class mail to the Holders of then Outstanding Securities at their addresses as they shall appear on the registry books, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Trust Indenture (First Responder Systems & Technology Inc.), Trust Indenture (First Responder Systems & Technology Inc.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (hereto, which shall conform to the provisions of comply with the Trust Indenture Act of 1939, as then in effect) , for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indenture; providedor of the Coupons appertaining to such Securities, however, except that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (ii) including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities and Coupons or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium alter the provisions of Section 11.11 or interest is payable; (iv) 11.12 or impair or affect the right of any Securityholder to institute suit for the payment or conversion (if applicable) thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder and any right to convert, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 2 contracts
Samples: Sunamerica Inc, Sunamerica Capital Trust Vi
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities then Outstanding of each any series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed stated final maturity of any Securities the principal of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereoninterest, or reduce any premium payable upon if any, thereon (or, in the redemption thereof; (ii) reduce the amount of principal case of an Original Issue Discount Security Security, reduce the rate of accrual of original issue discount A supplemental indenture which changes or eliminates any covenant, Event of Default or other Security payable upon acceleration provision of this Indenture which has expressly been included solely for the maturity thereof pursuant to Section 6.01(b); (iii) change benefit of one or more particular series of Securities, or which modifies the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or rights of Holders of Securities of such series, with respect to any Security; (v) reduce such covenant or provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is the Holders of the Securities as aforesaid and other documents, if any, required for modification by Section 7.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 8.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 8.2, the Trustee shall give notice thereof to the Holders of then Outstanding Securities of each series affected thereby, as provided in Section 11.4. Any failure of the Issuer to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Belco Oil & Gas Corp, Belco Oil & Gas Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.017.01) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as a class), the Company, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such each series under this Indentureso affected; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the fixed final maturity of any Securities of any series, or reduce the principal amount thereofSecurity, or reduce the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof or any premium thereon, or reduce any amount payable upon on redemption thereof or make the redemption thereof; (ii) principal thereof or any interest or premium thereon payable in any coin or currency other than that provided in the Securities, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for payment thereof or the right of repay- ment, if any, at the option of the holder, without the consent of the holder of each Security so affected, or (ii) reduce the aforesaid percentage of Securities the holders of which are required to act pursuant to Section 5.07 or to consent to any payment on such supplemental indenture, without the consent of the holders of each Security affected. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of Securityholders of such series with respect to any Security; (v) reduce such covenant or provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding Securities the Securityholders of any other series. Upon the request of the Company accompanied by a copy of a resolution of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is required for modification Securityholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofhereof.
Appears in 2 contracts
Samples: Masco Corp /De/, Masco Corp /De/
Supplemental Indentures With Consent of Securityholders. With Without limiting the consent (evidenced as provided in Section 8.01) provisions of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time OutstandingSection 7.1, the CompanyIRSA PC, when authorized by a resolution of the Board Resolutionsof Directors of IRSA PC, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities of any supplemental indenture Series or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of any Series, with the affirmative vote, at a meeting of Holders of such Series or an adjourned meeting duly convened at which a quorum is present as provided in Section 6.6, of a majority in aggregate principal amount of the Securities of such series under this IndentureSeries then Outstanding represented and voting at such meeting; provided, however, provided that no such supplemental indenture shall, without the consent of the holders Holders of each Security then all of the Outstanding Securities of a Series directly and adversely affected thereby, (i) extend the fixed maturity scheduled due date for the payment of any Securities of any seriesprincipal of, premium, if any, or any installment of interest on any such Security, reduce the principal amount thereofof, or reduce the stated rate or extend the time of payment of interest thereon, on or reduce any the premium payable upon the redemption thereof; (ii) of any such Security, reduce the amount obligation of principal of an Original Issue Discount IRSA PC to pay Additional Amounts on any such Security, shorten the period during which IRSA PC is not permitted to redeem any such Security, change the Specified Currency in which or the required places at which any such Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest thereon is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) , reduce the percentage in of the aggregate principal amount of outstanding such Securities of any seriesnecessary to modify, the consent of whose holders is required for modification amend or amendment of supplement this Indenture or such Securities, or for waiver of compliance with certain provisions of this Indenture thereof or for waiver of certain defaults; (vi) defaults or reduce the requirements contained percentage of the aggregate principal amount of Outstanding Securities of a Series required for the adoption of a resolution or the quorum required at any meeting of Holders of such Securities at which a resolution is adopted. Upon the request of IRSA PC and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1 and upon the Trustee’s receipt of the documents required by Section 7.4, the Trustee shall join with IRSA PC in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture for quorum or votingotherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture; provided, however, that no supplemental indenture shall amend, modify or (vii) modify supplement the rights, duties or immunities of any of the above provisionsAgent unless executed by such Agent. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 7.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by IRSA PC and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, IRSA PC, at its expense, shall give notice thereof to the Holders of the relevant Series as provided in Section 12.4, and to the CNV, setting forth in general terms the substance of such supplemental indenture. If IRSA PC shall fail to give such notice to the Holders within fifteen (15) days after the execution of such supplemental indenture and a Responsible Officer of the Trustee shall have notice of such failure, the Trustee shall give notice to the Holders as provided in Section 12.4 at the expense of IRSA PC. Any failure of IRSA PC or the Trustee to give such notice, or defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (Irsa Investments & Representations Inc), Indenture (Irsa Propiedades Comerciales S.A.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by or pursuant to a Board ResolutionsResolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; thereof or (ii) reduce the amount aforesaid percentage of principal Securities, the holders of an Original Issue Discount Security which are required to consent to any such supplemental indenture. A supplemental indenture which changes or eliminates any covenant or other Security payable upon acceleration provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or holders of Securities of such series with respect to any Security; (v) reduce such covenant or other provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding the holders of Securities of any other series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the CompanyCompany and any Guarantor, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Security; after the fixed maturity thereof (v) reduce or in the percentage in principal amount case of outstanding Securities of any seriesredemption, on or after the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsredemption date); (vi) reduce modify the requirements contained subordination provisions applicable to any Security or the related Guarantee in this Indenture for quorum or voting; a manner adverse in any material respect to the holder thereof or (vii) modify reduce the aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Tyco International Finance S.A., TYCO INTERNATIONAL PLC
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(each affected series voting as a separate class), the Company, Issuer when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest interest, if any, thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) thereof or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 4.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on or with respect to any Security; right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of each Security so affected or (c) change in any series affected thereby under this Section manner adverse to approve the particular form Holders of the Securities the terms and conditions of the obligations of the Issuer in respect of the due and punctual payment of the principal thereof and interest thereon or any proposed supplemental indenturesinking fund payments provided in respect thereof, but it shall be sufficient if such without the consent shall approve of the substance thereofHolder of each Security so affected.
Appears in 2 contracts
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, Guarantors and the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by Guarantors, the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: IPERIONX LTD, Piedmont Lithium LTD
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders Holders of not less than a majority in aggregate principal amount of the all Outstanding Securities of each series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, at any time and from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without shall (a) change the consent final stated maturity of the holders principal of, or any installment of each Security then Outstanding and affected therebyprincipal of or interest on, (i) extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, of any Security or reduce the its rate or extend the time of payment of interest thereon, or change the method of calculating the interest rate or reduce any premium payable upon redemption, or change the redemption thereof; (ii) currency in which payments are made, or impair the right to institute suit for the enforcement of any payment on or after the final stated maturity of any Security or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); 4.1, or (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (vb) reduce the percentage in principal amount of outstanding the Outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any supplemental indenture or amendment any waiver of compliance with a provision of this Indenture or any default hereunder and its consequences or reduce the requirements for waiver quorum or voting, without the consent of compliance with certain the Holders of each Security so affected or (c) modify some of the provisions of this Indenture relating to supplemental indentures, waivers of some covenants and waivers of past defaults with respect to the Securities of any series, without the consent of the Holders of each Outstanding Security so affected. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or for waiver an assistant secretary of certain defaults; (vi) reduce the requirements contained Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture for quorum or voting; or (vii) modify any of otherwise, in which case the above provisionsTrustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture, which shall have been included expressly and solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Holders of Securities of such series with respect to such covenant or other provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Becton Dickinson & Co, Cardinal Health Inc
Supplemental Indentures With Consent of Securityholders. With Without limiting the consent (evidenced as provided in provisions of Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding7.1, the CompanyIRSA PC, when authorized by a resolution of the Board Resolutionsof Directors of IRSA PC, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or Indenture, the Securities of any supplemental indenture Series or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of any Series, with the affirmative vote, at a meeting of Holders of such Series or an adjourned meeting duly convened at which a quorum is present as provided in Section 6.6, of a majority in aggregate principal amount of the Securities of such series under this IndentureSeries then Outstanding represented and voting at such meeting; provided, however, provided that no such supplemental indenture shall, without the consent of the holders Holders of each Security then all of the Outstanding Securities of a Series directly and adversely affected thereby, (i) extend the fixed maturity scheduled due date for the payment of any Securities of any seriesprincipal of, premium, if any, or any installment of interest on any such Security, reduce the principal amount thereofof, or reduce the stated rate or extend the time of payment of interest thereon, on or reduce any the premium payable upon the redemption thereof; (ii) of any such Security, reduce the amount obligation of principal of an Original Issue Discount IRSA PC to pay Additional Amounts on any such Security, shorten the period during which IRSA PC is not permitted to redeem any such Security, change the Specified Currency in which or the required places at which any such Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest thereon is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) , reduce the percentage in of the aggregate principal amount of outstanding such Securities of any seriesnecessary to modify, the consent of whose holders is required for modification amend or amendment of supplement this Indenture or such Securities, or for waiver of compliance with certain provisions of this Indenture thereof or for waiver of certain defaults; (vi) defaults or reduce the requirements contained percentage of the aggregate principal amount of Outstanding Securities of a Series required for the adoption of a resolution or the quorum required at any meeting of Holders of such Securities at which a resolution is adopted. Upon the request of IRSA PC and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1 and upon the Trustee’s receipt of the documents required by Section 7.4, the Trustee shall join with IRSA PC in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture for quorum or votingotherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture; provided, however, that no supplemental indenture shall amend, modify or (vii) modify supplement the rights, duties or immunities of any of the above provisionsAgent unless executed by such Agent. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 7.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by IRSA PC and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, IRSA PC, at its expense, shall give notice thereof to the Holders of the relevant Series as provided in Section 12.4, and to the CNV, setting forth in general terms the substance of such supplemental indenture. If IRSA PC shall fail to give such notice to the Holders within fifteen (15) days after the execution of such supplemental indenture and a Responsible Officer of the Trustee shall have notice of such failure, the Trustee shall give notice to the Holders as provided in Section 12.4 at the expense of IRSA PC. Any failure of IRSA PC or the Trustee to give such notice, or defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (Irsa Propiedades Comerciales S.A.), Indenture (Irsa Propiedades Comerciales S.A.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, or (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 2 contracts
Samples: Amarin Finance Ltd., Amarin Finance Ltd.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Eight) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a Board ResolutionsResolution, and the Trustee may for the Securities of each such series may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without shall (a) change the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity Stated Maturity of any Securities Security of any such series, or reduce the principal amount thereof, or reduce the rate or extend change the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) , reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) 6.1 or the amount thereof provable in bankruptcy pursuant to Section 6.2, adversely impair or affect the right of repayment or repurchase, if any, at the option of the Holder, reduce the amount of, or postpone the date fixed for, any payment under any sinking fund or analogous provisions for any Security, or change any Place of Payment or the coin or currency or currency unit in which any Security or any premium the interest thereon is payable or interest is payable; (iv) impair change or eliminate the right of a Securityholder to institute suit for any the payment on thereof, without the consent of the Holder of each Security of such series so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any such series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture (or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver certain defaults hereunder and their consequences), without the consent of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; Holder of each Security so affected, or (viic) modify any of the above provisionsprovisions of this Section 10.2 or Section 6.10, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby. Upon the request of the Issuer, accompanied by a Board Resolution, authorizing the execution of any such supplemental indenture and upon the filing with the Trustee with respect to any series of Securities affected by such supplemental indenture, of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 8.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Itt Corp /Nv/, Itt Corp /Nv/
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Debt Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by a Board ResolutionsResolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Debt Securities of such series under this Indenture; provided, however, that no such supplemental indenture -------- ------- shall, without the consent of the holders of each Debt Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Debt Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; , without the consent of the holder of each Debt Security so affected or (ii) reduce the amount aforesaid percentage of principal Debt Securities, the holders of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant which are required to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect consent to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionssuch supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Arvin Capital I, Arvin Capital I
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by Board Resolutionsany guarantor, if applicable, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or a guarantor of the Securities or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the anti-dilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, or (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair the right of any Securityholder to institute suit for the enforcement of any payment of principal of and interest on such Securityholder’s Securities on or with respect to any Security; after the due dates therefor, in each case without the consent of the Holder of each Security so affected, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer and any guarantor, if applicable, in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionsTrustee may, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, any guarantor, if applicable, and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Teva Pharmaceutical Finance Co B.V., Teva Pharmaceutical Finance Co B.V.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, Tyco and any other Guarantor, when authorized by Board Resolutionsresolutions of their respective Boards of Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) thereof or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 4.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce any such supplemental indenture, without the requirements contained in this Indenture for quorum or voting; or (vii) modify any consent of the above provisionsHolders of each Security so affected. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by a managing director or the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with the Issuer, Tyco and any other Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture, or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, Tyco, any other Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (Tyco International LTD /Ber/), Indenture (Tyco International Group S A)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by Board Resolutionsduly authorized, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the fixed final maturity of any Securities Security or of any seriesinstallment of principal of any such Security, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon, payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms of such Securities, (vii) change the Issuer’s obligations to pay Additional Amounts established pursuant to Section 2.03(n) or Section 3.05 (if any), (viii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof of such Security pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount provable in which any Security bankruptcy pursuant to Section 4.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, impair or affect any payment on right of repayment at the option of the Securityholder, (ix) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with respect to any Security; the terms of such Securities or (vx) reduce the aforesaid percentage in principal amount of outstanding Securities of any particular series, the consent of whose holders is the Holders of such series being required for modification any such supplemental indenture, in each case without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by an Officer’s Certificate, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 7.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.02, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (Sumitomo Mitsui Financial Group, Inc.), Sumitomo Mitsui Financial Group, Inc.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, Parent and the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by Parent, the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Tyco International LTD /Ber/, Tyco International Finance S.A.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, Parent and the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by Parent, the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Tyco Electronics Ltd., Covidien Ltd.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (all such series voting as a single class) at the time Outstanding, the Company, Issuer (when authorized by Board Resolutionsby, or pursuant to a Resolution) and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights and obligations of the Issuer or the rights of the holders Holders of the Securities of all such series under this Indentureseries; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders Holder of each Outstanding Security then Outstanding and affected thereby, shall (ia) extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium Additional Amount payable upon thereon, or reduce any amount payable on redemption or reduce the redemption thereof; (ii) Overdue Rate thereof or make the principal thereof or interest thereon payable in any coin or currency other than that provided in the Security or reduce the amount of the principal of an Original Issue Discount Security (or any a Security that provides that an amount other Security than the face amount thereof will or may be payable upon a declaration of acceleration of the maturity thereof) that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.1 or the currency amount thereof provable in which any Security action or proceeding pursuant to Section 4.2, or impair, if the Securities provide therefor, any premium right of repayment at the option of the Securityholder, or interest is payable; (iv) impair the right to institute suit for the enforcement of any such payment on or with respect to any Security; after the maturity thereof (vor, in case of redemption, on or after the redemption date), or (b) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; any such supplemental indenture, or (viic) modify any of the above provisionsprovisions of Article Eleven in a manner adverse to the Holders of the Securities. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Securityholders of such series with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Securityholders of any other series. The preceding sentence shall not, however, raise any inference as to whether or not a particular series is affected by any supplemental indenture not referred to in such sentence. Upon the request of the Issuer, accompanied by a copy of a Resolution certified by a member of the Board authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture adversely affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, the Issuer shall mail a notice thereof to the Holders of Securities of each series affected thereby at their addresses as they shall appear in the Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Stolt Offshore S A, Stolt Offshore S A
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Orbotech LTD, Orbotech LTD
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each any series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a Board Resolutions, Resolution (which Resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to a Company Order) and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding adding, any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureor of the Coupons appertaining to such Securities; provided, however, that no such supplemental indenture shall, without shall (a) change the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed final maturity of any Securities Security or change the time for payment of any seriesinstallment of interest thereon, or reduce the principal amount thereof, or reduce the rate (or extend alter the time method of payment computation) of interest thereon, or reduce (or alter the method of computation) any premium amount payable upon on redemption or repayment thereof or change the redemption time for payment thereof; , or make the principal thereof (iiincluding any amount in respect of original issue discount), or interest (together with any additional amounts payable with respect to, and pursuant to the terms of, such Security) thereon payable in any coin or currency other than that provided in the Securities and Coupons or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium alter the provisions of Section 11.11 or interest is payable; (iv) 11.12 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, provided, no consent of any Holder of any Security shall be necessary under this Section 8.2 to permit the Trustee and the Issuer to execute supplemental indentures pursuant to Section 8.1(e) of this Indenture, or with respect to any Security; (vb) reduce the aforesaid percentage in of principal amount of outstanding Securities of any series, series the consent of whose holders the Holders of which is required for modification any such supplemental indenture to less than a majority, or amendment reduce the percentage of Securities of such series necessary to consent to waive any past Default under this Indenture to less than a majority, or modify any of the provisions of this Indenture Section or for waiver of compliance with Section 5.10, except to increase any such percentage or to provide that certain other provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall cannot be necessary for modified or waived without the consent of the Securityholders Holder of any series affected thereby under this Section to approve each Security so affected, in each case, without the particular form consent of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofHolder of each Security so affected.
Appears in 2 contracts
Samples: Freeport McMoran Copper & Gold Inc, Freeport McMoran Copper & Gold Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by Board Resolutions, the Guarantor and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to or amend the provisions Securities of the Trust Indenture Act as then in effect) any series for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or the Guarantor or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the anti-dilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, or (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair the right of any Securityholder to institute suit for the enforcement of any payment of principal of and interest on such Securityholder’s Securities on or with respect to any Security; after the due dates therefor, in each case without the consent of the Holder of each Security so affected, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionsTrustee may, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, the Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to deliver such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Teva Pharmaceutical Industries LTD, Teva Pharmaceutical Industries LTD
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), the Guarantor, when authorized by a Guarantor’s Board Resolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), the Securities Administrator and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi)modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or the Guarantor or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 11.11 or 11.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 2 contracts
Samples: Indenture (Royal Bank of Scotland Group PLC), Indenture (Abn Amro Bank Nv)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each a series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the Company, when authorized by Board Resolutions, the Guarantors and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders Holders of each Security of such series then Outstanding and affected thereby, shall (i) extend change the fixed stated maturity of any Securities of any seriesthe principal of, or reduce the principal amount thereof, or reduce the rate or extend the time of payment installment of interest thereonon, or reduce any premium payable upon the redemption thereofSecurity of such series; (ii) reduce the principal amount of, or the rate of principal interest on, any Security of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)such series; (iii) reduce any premium, if any, payable on the redemption or required repurchase of any Security of such series or change the date on which any Securities of such series may be redeemed or required to be repurchased; (iv) change the coin or currency in which any Security or any premium the principal of, premium, if any, or interest on any Securities of such series is payable; (ivv) impair the right of any Holder of any Security of such series to institute suit for the enforcement of any payment on or with respect to after the stated maturity of any SecuritySecurities of such series; (vvi) reduce the percentage in principal amount of outstanding the Outstanding Securities of any such series, the consent of whose holders Holders is required for modification to amend, modify or amendment of supplement this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsIndenture; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionsprovisions of Section 4.06 or Section 6.06, except to increase any percentage vote required or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby or (viii) modify any of the provisions of this Section 9.02. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights of the Holders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, the Guarantors and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed (or otherwise deliver in accordance with the procedures of DTC) a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail or otherwise deliver such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Signet Jewelers LTD, Sterling Jewelers LLC
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), the Guarantor, when authorized by a Guarantor’s Board Resolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), the Securities Administrator and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or the Guarantor or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 11.11 or 11.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of Holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolution may provide general terms or parameters for waiver such action and may provide that the specific terms of compliance such action may be determined in accordance with certain provisions or pursuant to an Issuer Order) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, or upon the request of the Guarantor, accompanied by a copy of a Guarantor’s Board Resolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) certified by the secretary or an assistant secretary of the Guarantor authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee and the Securities Administrator evidence of the consent of the Holders of the Securities as aforesaid and other documents, if any, required by Section 7.01 the Trustee and the Securities Administrator shall join with the Issuer and the Guarantor in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s or the Securities Administrator’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer, the Guarantor, the Securities Administrator and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Securities Administrator shall give notice thereof by mailing notice thereof, at the expense of the Issuer by first class mail to the Holders of then Outstanding Registered Securities of each series affected at their addresses as they shall appear on the registry books, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Securities Administrator to give such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (Abn Amro Bank Nv), Abn Amro Bank Nv
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (voting as one class) at the time Outstandingoutstanding, the CompanyCorporation, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) shall extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, rate or reduce change the method to be used in establishing the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof, or reduce any premium payable upon the redemption thereof; (ii) , or reduce the amount of the principal of an Original Issue Discount a Discounted Security or any other Security that would be due and payable upon a declaration of acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 7.01, or make the currency in which any Security principal thereof or any premium or interest is payable; thereon payable in any coin or currency other than that provided in such Securities, without the consent of the holder of each Security so affected, or (ivii) impair reduce the right aforesaid percentage of Securities, the holders of which are required to institute suit consent to any such supplemental indenture, without the consent of the holders of all Securities of the series affected then outstanding. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for any payment on the benefit of one or more particular series of Securities, or which modifies the rights of the holders of Securities of such series with respect to any Security; (v) reduce such covenant or other provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding the holders of Securities of any other series. Upon the request of the Corporation, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is required for modification Securityholders as aforesaid, the Trustee shall join with the Corporation in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Indenture (Constellation Energy Group Inc), Constellation Energy Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) modify the subordination provisions in a manner adverse to the holders of such Securities; (vii) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the secured Securities; (viii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (viix) reduce the requirements contained in this Indenture for quorum or voting; (x) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by the indentures; or (viixi) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Indenture (Seacor Smit Inc), Genesis Home Centers Limited Partnership
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (ii) including any amount in respect of original issue discount), or interest or premium thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof to the Holders of then Outstanding Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental Indenture.
Appears in 2 contracts
Supplemental Indentures With Consent of Securityholders. (1) With the consent (evidenced as provided in Section 8.01Article VII) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstandingvoting separately, the Company, when authorized by Board Resolutions, Issuer and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (hereto, which shall conform to the provisions of comply with the Trust Indenture Act as then in effect) of 1939, for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor of the Coupons appertaining to such Securities; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesthen issued Security, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (ii) including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in such Securities and any Coupons thereon or in accordance with the terms thereof, or reduce the amount of the principal of an a then issued Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if such Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the percentage in principal amount of outstanding then issued Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 2 contracts
Samples: Indenture (Aflac Inc), Aflac Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(with each such series voting as one class), the Company, when authorized by Board Resolutionsa resolution of its Board, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i1) extend the fixed final maturity of any Securities Security or of any seriesinstallment of principal of any such Security, or (2) reduce the principal amount thereof, or (3) reduce the rate or extend the time of payment of interest thereon, or (4) reduce any premium amount payable upon the on redemption thereof; , (ii5) make the principal thereof (including any amount in respect of original issue discount premium), or interest thereon, payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (6) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms of such Securities, (7) change the Company’s obligations to pay Additional Amounts established pursuant to Section 2.03(n) (if any), (8) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof of such Security pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount provable in which any Security or any premium or interest is payable; (iv) bankruptcy pursuant to Section 4.02, impair the right to receive payment of the principal of and interest on any Securities on or after the respective dates for payment of principal or interest expressed in such Securities, or impair or affect the right of any Securityholder to institute suit for enforcement of the payment thereof or, if the Securities provide therefor, impair or affect any payment on right of repayment at the option of the Securityholder, (9) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Company or of other entities or other property (or the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with respect to any Security; the terms of such Securities, in each case without the consent of the Holder of each Security so affected, or (v10) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesseries or class, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Company, accompanied by a copy of the Board Resolution certified by a Responsible Officer of the Company authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any its discretion, but shall not be obligated to, enter into such supplemental indenture. The Trustee, at the expense of the above provisionsCompany, shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel with regard to any such supplemental indenture. The Trustee shall be entitled to conclusively rely upon such Officer’s Certificate and Opinion of Counsel in entering into such supplemental indenture. The Opinion of Counsel shall comply with Section 10.05 and confirm (inter alia) that the supplemental indenture is authorized or permitted under this Indenture, and that it is legal, valid, binding and enforceable against the Company under New York law. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Company shall give notice thereof by (a) first-class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Register of the Company or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. The Trustee shall assist the Company with the distribution of the notices to the Holders. Any failure of the Company to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Senior Indenture (Mizuho Financial Group Inc), Indenture (Mizuho Financial Group Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a Board ResolutionsResolution (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or a guarantor of the Securities or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, or (ivix) alter the provisions of Section 10.11 or Section 10.13 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Subordinated Debt Indenture (Gazit Group Financial LLC), Senior Debt Indenture (Gazit Group Financial LLC)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; , provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity date of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; , (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); maturity, (iii) change the currency in which any Security or any premium or interest is payable; , (iv) impair the right to receive payment of principal of and interest on any Security (whether upon redemption, repurchase, maturity, or otherwise) or payment or delivery of any amounts due upon conversion of Securities of any series that are convertible into shares of common stock or other securities on or after the due dates or to institute suit for the enforcement of any payment on or with respect to any Security; , (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, that Security (if applicable), (vi) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities, (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions any provision of this Indenture or for waiver of certain defaults; Indenture, (viviii) reduce the requirements contained in this Indenture for a quorum for a meeting or for voting; , (ix) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by this Indenture, (x) in the case such series of Securities is subordinated to other indebtedness of the Company pursuant to a supplement indenture, modify the subordination provisions in such supplemental indenture in a manner adverse to the holders of such Securities, or (viixi) modify any of the above provisionsSection 9.1 or Section 9.2. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Supplemental Indentures With Consent of Securityholders. With Without limiting the consent (evidenced as provided in provisions of Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding7.1, the CompanyIRSA, when authorized by a resolution of the Board Resolutionsof Directors of IRSA, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture Indenture, the Securities of any Series or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of any Series, with the affirmative vote, at a meeting of Holders of such Series or an adjourned meeting duly convened at which a quorum is present as provided in Section 6.6, of a majority in aggregate principal amount of the Securities of such series under this IndentureSeries then Outstanding represented and voting at such meeting; provided, however, provided that no such supplemental indenture shall, without the consent of the holders each Holder of each a Security then Outstanding and of a Series adversely affected thereby, (ia) extend the fixed maturity due date for the payment of any Securities of any seriesprincipal of, premium, if any, or any installment of interest on any such Security, (b) reduce the principal amount thereofof, or reduce the rate or extend the time portion of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the such principal amount of principal of an Original Issue Discount Security or any other Security which is payable upon acceleration of the maturity thereof pursuant of, the rate of interest on or the premium payable upon redemption of any such Security, (c) reduce the obligation of IRSA to Section 6.01(b); pay Additional Amounts on any such Security, (iiid) shorten the period during which IRSA is not permitted to redeem any such Security, or permit IRSA to redeem any such Security if, prior to such action, IRSA is not permitted to do so, (e) amend the circumstances under which the Securities of such Series may be redeemed, (f) change the currency Specified Currency in which or the required places at which any such Security or any the premium or interest thereon is payable; , (iv) impair the right to institute suit for any payment on or with respect to any Security; (vg) reduce the percentage in of aggregate principal amount of outstanding such Securities of any seriesnecessary to modify, the consent of whose holders is required for modification amend or amendment of supplement this Indenture or such Securities, or for waiver of compliance with certain provisions of this Indenture thereof or for waiver of certain defaults; , (vih) reduce the requirements contained in this Indenture percentage of aggregate principal amount of Outstanding Securities required for the adoption of a resolution or the quorum or voting; required at any meeting of Holders of such Securities at which a resolution is adopted or (viii) modify any of the above provisionsprovisions of this Section or Sections 4.10 or 6.6, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Security adversely affected thereby. Upon the request of IRSA and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with IRSA in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by IRSA and the Trustee of any supplemental indenture pursuant to the provisions of this Section, IRSA at its expense shall give notice thereof to the Holders as provided in Section 12.5, and to the CNV, setting forth in general terms the substance of such supplemental indenture. If IRSA shall fail to give such notice to the Holders within fifteen (15) days after the execution of such supplemental indenture and a Responsible Officer of the Trustee shall have notice of such failure, the Trustee shall give notice to the Holders as provided in Section 12.5 and to the CNV at the expense of IRSA.
Appears in 2 contracts
Samples: Indenture (Irsa Investments & Representations Inc), Indenture (Irsa Investments & Representations Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, 40 and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose the holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vivii) reduce the requirements contained in this Indenture for quorum or voting; or (viiviii) modify any of the above provisions; provided, further, that if the Securities of such series are held by an American Equity Trust or a trustee of such Trust, any such supplemental indenture that affects the interests or rights of the holders of the Trust Securities shall not be effective until the holders of not less than a majority in liquidation preference of Trust Securities of the applicable American Equity Trust shall have consented to such supplemental indenture; and, provided, further, that if the consent of the holder of each outstanding Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable American Equity Trust shall have consented to such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Indenture (American Equity Investment Life Holding Co), American Equity Investment Life Holding Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed stated maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend change the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right of any holder to institute suit for enforce any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) adversely change the right of holders exercisable upon the repurchase of the Securities, if the Securities initially provide for such rights; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (viviii) reduce the requirements requirement contained in this Indenture for quorum or voting; , (ix) make any change in the terms of the subordination of the Securities in a manner adverse in any material respect to the holders of any series of Outstanding Securities or (viix) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 2 contracts
Samples: Indenture (Athene Holding Ltd.), Indenture (Athene Holding Ltd.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, the CompanyCompany and a Guarantor, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security of such series then Outstanding and affected thereby, shall: (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Security; after the fixed maturity thereof (v) reduce or in the percentage in principal amount case of outstanding Securities of any seriesredemption, on or after the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaultsredemption date); (vi) reduce modify the requirements contained subordination provisions applicable to any Security or any related Guarantee in this Indenture for quorum or voting; a manner materially adverse to the holder thereof or (vii) modify reduce the aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture that changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for the benefit of one or more particular series of Securities, if any, or which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, amendment or waiver, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, any applicable Guarantor and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (MARRIOTT VACATIONS WORLDWIDE Corp), Indenture (MARRIOTT VACATIONS WORLDWIDE Corp)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six hereof) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each series Series affected by such supplemental indenture or indentures a proposed amendment at the time Outstanding, the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time enter into an indenture time, modify this Indenture or any indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this IndentureSeries; provided, however, that no such supplemental indenture shall, without shall (a) change the consent Stated Maturity of the holders principal of, or any installment of each Security then Outstanding and affected therebyprincipal of or interest on, (i) extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable on redemption thereof or upon the redemption thereof; (ii) reduce the amount a Change of principal of an Original Issue Discount Security Control or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security impair or any premium or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or make any payment on change to Section 3.9 hereof that adversely affects the rights of the Holders of the Securities, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) without the consent of the Holders of all Securities of each affected Series then Outstanding, (i) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesSecurities, the consent of whose holders the Holders of which is required for modification any such modification, or amendment the percentage of Securities, the consent of the Holders of which is required for any waiver provided for in this Indenture Indenture, (ii) change any obligation of the Issuer to maintain an office or agency in the places and for waiver of compliance with the purposes specified in Section 3.2 or (iii) make any change in Section 4.9 or this Section 7.2, except to increase any percentages or to provide that certain other provisions of this Indenture cannot be modified or for waiver waived without the consent of certain defaults; (vi) reduce the requirements contained Holders of each Outstanding Security affected thereby. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the Secretary or an Assistant Secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders and other documents, if any, required by Section 6.1 hereof the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture for quorum or voting; or (vii) modify any of otherwise, in which case the above provisionsTrustee may in its discretion, but shall not be obligated to enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 7.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, the Issuer shall mail a notice thereof by first-class mail to the Holders of Securities at their addresses as they shall appear on the Securities Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 2 contracts
Samples: Indenture (NRG Energy Inc), Indenture (NRG Energy Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(with each such series voting as one class), the Company, when authorized by Board Resolutionsa resolution of its Board, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i1) extend the fixed final maturity of any Securities Security or of any seriesinstallment of principal of any such Security, or (2) reduce the principal amount thereof, or (3) reduce the rate or extend the time of payment of interest thereon, or (4) reduce any premium amount payable upon the on redemption thereof; , (ii5) make the principal thereof (including any amount in respect of original issue discount premium), or interest thereon, payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (6) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms of such Securities, (7) change the Company’s obligations to pay Additional Amounts established pursuant to Section 2.03(n) (if any), (8) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof of such Security pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount provable in which any Security or any premium or interest is payable; (iv) bankruptcy pursuant to Section 4.02, impair the right to receive payment of the principal of and interest on any Securities on or after the respective dates for payment of principal or interest expressed in such Securities, or impair or affect the right of any Securityholder to institute suit for enforcement of the payment thereof or, if the Securities provide therefor, impair or affect any payment on right of repayment at the option of the Securityholder, (9) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Company or of other entities or other property (or the cash value thereof), including the determination of the amount of securities or other property (or cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or otherwise in accordance with respect to any Security; the terms of such Securities, in each case without the consent of the Holder of each Security so affected, (v10) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesseries or class, the consent of whose holders the Holders of which is required for any such supplemental indenture, without the consent of the Holders of each Security so affected, or (11) modify or amend any provisions relating to the agreement to subordinate and the terms of subordination of Securities of any class. Notwithstanding anything else contained in this Indenture, no amendment or modification which is prejudicial to any present or future creditor in respect of any Senior Indebtedness shall be made to the provisions providing for the subordination of any Securities in the relevant supplemental indenture. No such amendment or modification shall in any event be effected against any such creditor. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of holders of Securities of such series, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Company, accompanied by a copy of the Board Resolution certified by a Responsible Officer of the Company authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any its discretion, but shall not be obligated to, enter into such supplemental indenture. The Trustee, at the expense of the above provisionsCompany, shall be entitled to receive an Officer’s Certificate and an Opinion of Counsel with regard to any such supplemental indenture. The Trustee shall be entitled to conclusively rely upon such Officer’s Certificate and Opinion of Counsel in entering into such supplemental indenture. The Opinion of Counsel shall comply with Section 10.05 and confirm (inter alia) that the supplemental indenture is authorized or permitted under this Indenture, and that it is legal, valid, binding and enforceable against the Company under New York law. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Company shall give notice thereof by (a) first-class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Register of the Company or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. The Trustee shall assist the Company with the distribution of the notices to the Holders. Any failure of the Company to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities then Outstanding of each any series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a resolution of the Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereoninterest, or reduce any premium payable upon if any, thereon (or, in the redemption thereof; (ii) reduce the amount of principal case of an Original Issue Discount Security Security, reduce the rate of accrual of original issue discount thereon), or reduce or alter the method of computation of any amount payable on redemption, repayment or purchase by the Issuer (or the time at which any such redemption, repayment or purchase may be made), or make the principal thereof (including any amount in respect of original issue discount), or interest, if any, thereon payable in any coin or currency other Security payable upon acceleration than that provided in the Securities or in accordance with the terms of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security Securities, or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.reduce
Appears in 1 contract
Samples: Service Corporation International
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; , provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity date of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; , (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); maturity, (iii) change the currency in which any Security or any premium or interest is payable; , (iv) impair the right to receive payment of principal of and interest on any Security (whether upon redemption, repurchase, maturity, or otherwise) or payment or delivery of any amounts due upon conversion of Securities of any series that are convertible into shares of common stock or other securities on or after the due dates or to institute suit for the enforcement of any payment on or with respect to any Security; , (v) reduce adversely change the percentage in principal amount of outstanding Securities of any seriesright to convert or exchange, including decreasing the consent of whose holders is required for modification conversion rate or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.increasing the
Appears in 1 contract
Samples: Amerant Bancorp Inc.
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.017.01) of the holders of not less than a majority in aggregate principal amount of the Debt Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as a class), the Company, when authorized by Board Resolutions, Company and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as Act, then in effect, applicable to indentures qualified thereunder) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Debt Securities of such each series under this Indentureso affected; provided, however, that no such supplemental indenture shall, shall without the consent of the holders of each Debt Security then Outstanding outstanding and affected thereby, thereby (i) extend the fixed maturity of any Securities Debt Security of any series, or reduce the principal amount thereofthereof or any premium thereon, or reduce the rate or extend the time of payment of interest thereon, or reduce any amount payable on redemption thereof or make the principal thereof or any interest or premium thereon payable upon in any coin or currency other than that provided in the redemption thereof; (ii) Debt Securities, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for any payment on thereof or with respect to any Security; impair the right of repayment, if any, at the option of the holder, or (vii) reduce the aforesaid percentage in principal amount of outstanding Debt Securities the holders of which are required to consent to any such supplemental indenture; provided, further, that if the Debt Securities of any seriessuch series are held by a Transamerica Trust or a trustee of such trust, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It such supplemental indenture shall not be necessary for effective until the holders of a majority in liquidation preference of Trust Securities of the applicable Trust shall have consented to such supplemental indenture; provided further, that if the consent of the Securityholder of each outstanding Debt Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable Transamerica Trust shall have consented to such supplemental indenture. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Debt Securities, or which modifies the rights of Securityholders of such series with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture or the Securityholders of any series affected thereby under this Section to approve other series. Upon the particular form request of the Company accompanied by a Board Resolution authorizing the execution of any proposed such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but it shall not be sufficient if obligated to, enter into such consent supplemental indenture. Promptly after the execution by the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall approve transmit by mail, first class postage prepaid, a notice, prepared by the substance thereof.Company, setting forth in general
Appears in 1 contract
Samples: Indenture (Transamerica Capital Iii)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities then Outstanding of each any series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a resolution of the Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest interest, if any, thereon (or, in the case of an Original Issue Discount Security, reduce the rate of accrual of original issue discount thereon), or reduce or alter the method of computation of any premium amount payable upon on redemption, repayment or purchase thereof (or the redemption thereof; time at which any such redemption, repayment or purchase may be made), or make the principal thereof (ii) including any amount in respect of original issue discount), or interest, if any, thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms of the Securities, or reduce the portion of the principal amount of principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment or with respect to any Security; purchase at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.Holders of
Appears in 1 contract
Samples: Service Corporation International
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal Principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstandingoutstanding, the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this IndentureSecurities; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal Principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon on redemption thereof or make the redemption thereof; Principal thereof (iiincluding any amount in respect of original issued discount) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any seriesSecurities, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or amendment an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first class mail to the Holders of Securities affected thereby at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Indenture (Cone Mills Corp)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Nine) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a Board ResolutionsResolution, and the Trustee may for the Securities of each such series may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without shall (a) change the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity Stated Maturity of any Securities Security of any such series, or reduce the principal amount thereof, or reduce the rate or extend change the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) , reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) 7.1 or the amount thereof provable in bankruptcy pursuant to Section 7.2, adversely impair or affect the right of repayment or repurchase, if any, at the option of the Holder, reduce the amount of, or postpone the date fixed for, any payment under any sinking fund or analogous provisions for any Security, or change any Place of Payment or the coin or currency or currency unit in which any Security or any premium the interest thereon is payable or interest is payable; (iv) impair change or eliminate the right of an Securityholder to institute suit for any the payment on thereof, without the consent of the Holder of each Security of such series so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any such series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture (or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver certain defaults hereunder and their consequences), without the consent of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; Holder of each Security so affected, or (viic) modify any of the above provisionsprovisions of this Section 11.2 or Section 7.10, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby. Upon the request of the Issuer, accompanied by a Board Resolution, authorizing the execution of any such supplemental indenture and upon the filing with the Trustee with respect to any series of Securities affected by such supplemental indenture, of evidence of the consent of Securityholders as aforesaid and other 96 86 documents, if any, required by Section 9.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Itt Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities then Outstanding of each any series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a Board ResolutionsResolution (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed stated final maturity of any Securities the principal of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereoninterest, or reduce any premium payable upon if any, thereon (or, in the redemption thereof; (ii) reduce the amount of principal case of an Original Issue Discount Security Security, reduce the rate of accretion of original issue discount thereon), or reduce or alter the method of computation of any amount payable on redemption, repayment or purchase by the Issuer thereof (or the time at which any such redemption, repayment or purchase may be made), or make the principal thereof (including any amount in respect of original issue discount), or interest, if any, thereon payable in any coin or currency other Security payable upon acceleration than that provided in the Securities or in accordance with the terms of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security Securities, or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities the principal of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.an Original Issue
Appears in 1 contract
Samples: Hovnanian Enterprises Inc
Supplemental Indentures With Consent of Securityholders. With Without limiting the consent (evidenced as provided in provisions of Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding7.1, the CompanyIRSA, when authorized by a resolution of the Board Resolutionsof Directors of IRSA, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture Indenture, the Securities of any Series or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of any Series, with the affirmative vote, at a meeting of Holders of such 11924629 Series or an adjourned meeting duly convened at which a quorum is present as provided in Section 6.6, of a majority in aggregate principal amount of the Securities of such series under this IndentureSeries then Outstanding represented and voting at such meeting; provided, however, provided that no such supplemental indenture shall, without the consent of the holders each Holder of each a Security then Outstanding and of a Series adversely affected thereby, (ia) extend the fixed maturity due date for the payment of any Securities of any seriesprincipal of, premium, if any, or any installment of interest on any such Security, (b) reduce the principal amount thereofof, or reduce the rate or extend the time portion of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the such principal amount of principal of an Original Issue Discount Security or any other Security which is payable upon acceleration of the maturity thereof pursuant of, the rate of interest on or the premium payable upon redemption of any such Security, (c) reduce the obligation of IRSA to Section 6.01(b); pay Additional Amounts on any such Security, (iiid) shorten the period during which IRSA is not permitted to redeem any such Security, or permit IRSA to redeem any such Security if, prior to such action, IRSA is not permitted to do so, (e) amend the circumstances under which the Securities of such Series may be redeemed, (f) change the currency Specified Currency in which or the required places at which any such Security or any the premium or interest thereon is payable; , (iv) impair the right to institute suit for any payment on or with respect to any Security; (vg) reduce the percentage in of aggregate principal amount of outstanding such Securities of any seriesnecessary to modify, the consent of whose holders is required for modification amend or amendment of supplement this Indenture or such Securities, or for waiver of compliance with certain provisions of this Indenture thereof or for waiver of certain defaults; , (vih) reduce the requirements contained in this Indenture percentage of aggregate principal amount of Outstanding Securities required for the adoption of a resolution or the quorum or voting; required at any meeting of Holders of such Securities at which a resolution is adopted or (viii) modify any of the above provisionsprovisions of this Section or Sections 4.10 or 6.6, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Security adversely affected thereby. Upon the request of IRSA and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with IRSA in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by IRSA and the Trustee of any supplemental indenture pursuant to the provisions of this Section, IRSA at its expense shall give notice thereof to the Holders as provided in Section 12.5, and to the CNV, setting forth in general terms the substance of such supplemental indenture. If IRSA shall fail to give such notice to the Holders within fifteen (15) days after the execution of such supplemental indenture and a Responsible Officer of the Trustee shall have notice of such failure, the Trustee shall give notice to the Holders as provided in Section 12.5 and to the CNV at the expense of IRSA.
Appears in 1 contract
Samples: Indenture (Cresud Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereofthereof or the method in which amounts of payments of principal or interest thereon are determined, or reduce the rate or extend the time of payment of interest thereon, or change the currency of payment thereof, or the method in which amounts of payments of principal or interest thereon are determined, or reduce any premium amount payable upon the on redemption thereof; (ii) thereof or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities or which modifies the rights of the Holders of Securities of such series with certain provisions respect to such covenant or other provision shall be deemed not to affect the rights under this Indenture of the Holder of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first-class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: J P Morgan Chase & Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as a class), the Company, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such each series under this Indentureso affected; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the fixed final maturity of any Securities of any series, or reduce the principal amount thereofSecurity, or reduce the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof or any premium thereon, or reduce any amount payable upon on redemption thereof or make the redemption thereof; principal thereof or any interest or premium thereon payable in any coin or currency other than that provided in the Securities, or impair the right to convert Convertible Securities into Common Stock on the terms set forth herein, or impair or affect the right of any Securityholder to institute suit for payment thereof or the right of repayment, if any, at the option of the holder, or modify any of the provisions of this Indenture relating to the subordination of the Securities in a manner adverse to the holders thereof without the consent of the holder of each Security so affected, or (ii) reduce the amount aforesaid percentage of principal Securities the holders of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof which are required to act pursuant to Section 6.01(b); (iii) change the currency in which any Security 7.07 or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect consent to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any seriessuch supplemental indenture, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for without the consent of the Securityholders holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security then affected.
Appears in 1 contract
Samples: Masco Corp /De/
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the Company, when authorized by a Board ResolutionsResolution, the Guarantor[s], when authorized by Guarantor Authorizing Resolution[s] and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders Holder of each Security then Outstanding and affected therebyso affected, (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (iiincluding any amount in respect of original issue discount) or interest thereon payable in any currency other than that provided in the Securities or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment or conversion thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, or with respect modify any of the provisions of this paragraph except to increase any Securityrequired percentage or to provide that certain other provisions cannot be modified or waived without the consent of the Holder of each Security so affected; provided, that no consent of any Holder of any Security shall be necessary under this Section 8.02 to permit the Trustee , the Guarantor[s] and the Company to execute supplemental indentures pursuant to Section 8.01(e) of this Indenture, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Company and the Guarantor[s], accompanied by a Board Resolution certified by the secretary or an assistant secretary of the Company and Guarantor Authorizing Resolution[s] certified by the secretary or assistant secretary of the Guarantor[s] authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Company and the Guarantor[s] in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, the Guarantor[s] and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give a notice thereof to the Holders of then Outstanding Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Eight) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a Board ResolutionsResolution, and the Trustee may for the Securities of each such series may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without shall (a) change the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity Stated Maturity of any Securities Security of any such series, or reduce the principal amount thereof, or reduce the rate or extend change the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) , reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) 6.1 or the amount thereof provable in bankruptcy pursuant to Section 6.2, adversely impair or affect the right of repayment or repurchase, if any, at the option of the Holder, reduce the amount of, or postpone the date fixed for, any payment under any sinking fund or analogous provisions for any Security, or change any Place of Payment or the coin or currency or currency unit in which any Security or any premium the interest thereon is payable or interest is payable; (iv) impair change or eliminate the right of any Securityholder to institute suit for any the payment on thereof, without the consent of the Holder of each Security of such series so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any such series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture (or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or certain defaults hereunder and their consequences), without the consent of the Holder of each Security so affected, or (c) alter or impair the right of any holder to convert Securities of any series the terms of which provide for waiver conversion, at the rate and upon the terms provided in the Indenture, or (d) modify the provisions of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; with respect to the subordination of the Securities in a manner adverse to the Holders thereof, or (viie) modify any of the above provisionsprovisions of this Section 10.2 or Section 6.10, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Outstanding Security affected thereby. Upon the request of the Issuer, accompanied by a Board Resolution, authorizing the execution of any such supplemental indenture and upon the filing with the Trustee with respect to any series of Securities affected by such supplemental indenture, of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 8.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Itt Corp /Nv/
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders Holders of not less than a majority two-thirds in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstandingoutstanding, the Company, when authorized by the resolutions of its Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of such series under this IndentureSecurities; provided, provided however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend change the fixed stated maturity of any Securities of any seriesthe principal of, or reduce the principal amount thereof, or reduce the rate or extend the time of payment any installment of interest thereonon, or reduce any premium payable upon the redemption thereofSecurity; (ii) reduce the principal amount of principal of an Original Issue Discount Security of, or the premium or interest on, any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)Security; (iii) change the place of payment where, or currency in which which, any Security or any premium or interest thereof is payable; (iv) impair the right to institute suit for the enforcement of any payment on or with respect to any Security; (v) adversely affect the right to convert the Securities; (vi) adversely affect the right to cause the Company to repurchase the Securities; (vii) modify the subordination provisions in a manner adverse to the Holders of the Securities; (viii) reduce the above- stated percentage of Outstanding Securities necessary to modify or amend the Indenture; or (ix) reduce the percentage in of aggregate principal amount of outstanding Outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or necessary for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce Defaults. Upon the requirements contained request of the Company, accompanied by a copy of the resolutions of its Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture for quorum or voting; or (vii) modify any of otherwise, in which case the above provisionsTrustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Trans Lux Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors (which resolution may provide general terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor the Coupons appertaining to such Securities; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia)(i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereonthereon or other amounts due thereunder, (iv) change the method in which amounts of payments of principal, interest or other amounts due thereon are determined, (v) reduce any amount payable on redemption thereof, (vi) make the principal thereof (including any amount in respect of original issue discount), or reduce interest thereon payable in any premium payable upon coin or currency other than that provided in the redemption Securities and Coupons or in accordance 52 with the terms thereof; , (iivii) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or Coupons or in accordance with the terms thereof, (viii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); 5.01 or the amount thereof provable in bankruptcy pursuant to Section 5.02, (iiiix) change modify or amend any provisions so as to adversely affect the currency in terms or conditions upon which any Security such Securities are convertible into or exchangeable or exercisable for or payable in, among other things, other securities, instruments, contracts, currencies, commodities or other forms of property, rights or interests or any premium combination of the foregoing, including the determination of the amount of securities or interest is payable; other property (ivor cash) into which the Securities shall be converted or exchanged, other than as provided in the antidilution provisions or other similar adjustment provisions of the Securities or Coupons or otherwise in accordance with the terms thereof, (x) alter the provisions of Section 11.11 or 11.12 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 1 contract
Samples: J P Morgan Chase & Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.017.01) of the holders of not less than a majority in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as a class), the Company, when authorized by a Board ResolutionsResolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such each series under this Indentureso affected; provided, however, that no such supplemental indenture shall, shall without the consent of the holders of each Security security then Outstanding outstanding and affected thereby, thereby (i) extend the fixed maturity of any Securities Security of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof or any premium thereon, or reduce any amount payable upon on redemption thereof or make the redemption thereof; (ii) principal thereof or any interest or premium thereon payable in any coin or currency other than that provided in the Securities, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for payment thereof or the right of repayment, if any, at the option of the holder, without the consent of the holder of each Security so affected, or (ii) reduce the aforesaid percentage of Securities the holders of which are required to consent to any payment on such supplemental indenture, without the consent of the holders of each Security then affected, provided, however, that if the Securities of such series are held by a Citicorp Capital Trust or a trustee of such trust, such supplemental indenture shall not be effective until the holders of a majority in liquidation preference of Trust Securities of the applicable Trust shall have consented to such supplemental indenture; provided, further, that if the consent of the Holder of each outstanding Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable Citicorp Capital Trust shall have consented to such supplemental indenture. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of Securityholders of such series with respect to any Security; (v) reduce such covenant or provision, shall be deemed not to affect the percentage in principal amount of outstanding Securities rights under this Indenture or the Securityholders of any other series. Upon the request of the Company accompanied by a copy of a resolution of the Board of Directors certified by its Secretary or Assistant Secretary authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is required for modification Securityholders as aforesaid, the Trustee shall join with the Company in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or amendment of immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. The Trustee may receive an Opinion of Counsel as conclusive evidence that any supplemental indenture executed pursuant to this Article is authorized or permitted by, and conforms to, the terms of this Article and that it is proper for waiver of compliance with certain the Trustee under the provisions of this Indenture or for waiver Article to join in the execution thereof. Promptly after the execution by the Company and the Trustee of certain defaults; (vi) reduce any supplemental indenture pursuant to the requirements contained provisions of this Section, the Trustee shall transmit by mail, first class postage prepaid, a notice, prepared by the Company, setting forth in this Indenture for quorum or voting; or (vii) modify any general terms the substance of such supplemental indenture, to the Securityholders of all series affected thereby as their names and addresses appear upon the Security register. Any failure of the above provisionsTrustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Indenture (Citicorp)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority in aggregate principal amount of the Securities at the time outstanding of each series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyCorporation, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights right of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders holder of each Security then Outstanding and affected thereby, (i) extend change the fixed stated maturity date of any Securities of any seriesthe principal of, or reduce the any installment of principal amount thereofof or interest on, or reduce the rate or extend the time of payment of interest thereonany Security, or reduce any premium payable upon the redemption thereof; (ii) reduce the principal amount of, or the interest (or premium, if any), on, any Security, (iii) reduce the portion of the principal amount of principal of an Original Issue Discount Security or any other a Discounted Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); thereof, (iiiiv) reduce any amount payable upon redemption of any Security, (v) change the place or places where, or the coin or currency in which which, any Security or any premium or the interest thereon is payable; payable as specified in such Security, (ivvi) change the definition of "Market Value" in Section 1.01, (vii) impair the right of any holder of Securities of any series to receive on any Exchange Date for Securities of such series Capital Securities with a Market Value equal to that required by the terms of the Securities, (viii) impair the right of any holders of Securities of a series entitled to the conversion rights set forth in Article Nineteen to receive shares of Common Stock, securities or other property upon the exercise of such conversion rights, (ix) impair the right of a holder to institute suit for the enforcement of any payment on or with respect to any Security (including any right of redemption at the option of the holder of such Security; ), or for the delivery of Capital Securities in exchange for Securities pursuant to Article Seventeen, or to require the Corporation to sell Capital Securities in a Secondary Offering pursuant to Article Seventeen, or for the delivery of Common Stock, securities or other property upon conversion of Securities pursuant to Article Nineteen, (vx) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the holders of which are required to consent to any such supplemental indenture, or reduce the percentage of whose Securities of any series the holders is of which are required for modification to waive any past Default or amendment Event of Default, as specified in Section 7.07, or (xi) modify the foregoing provisions of clauses (i) through (x). A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of the holders of Securities of 59 52 such series with certain provisions respect to such covenant or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Corporation, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid, the Trustee shall join with the Corporation in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: J P Morgan Chase & Co
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series at the time Outstanding affected by such supplemental indenture or indentures at the time Outstandingindentures, Tyco and the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time may enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shallindenture, without the consent of the holders of each Security then Outstanding and affected thereby, shall (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case of redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture which changes or eliminates any covenant, Event of Default or other provision of this Indenture that has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant, Event of Default or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities, if any, of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by Tyco, the Company and the Trustee of any supplemental indenture pursuant to the provisions of this Section 9.02, the Company shall mail or caused to be mailed a notice thereof by first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the Security Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Company to mail such notice, or any defect therein, shall not in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureor of the Coupons appertaining to such Securities; provided, however, that no such -------- supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (ii) including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities and Coupons or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium alter the provisions of Section 11.11, or interest is payable; (iv) impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series, or of Coupons appertaining to such Securities, with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series or of the Coupons appertaining to such Securities. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall mail a notice thereof (i) to the Holders of then Outstanding Registered Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register, (ii) if any Unregistered Securities of a series affected thereby are then Outstanding, to the Holders thereof who have filed their names and addresses with the Trustee pursuant to Section 4.4(c)(ii), by mailing a notice thereof by first-class mail to such Holders at such addresses as were so furnished to the Trustee and (iii) if any Unregistered Securities of a series affected thereby are then Outstanding, to all Holders thereof, by publication of a notice thereof at least once in an Authorized Newspaper in the Borough of Manhattan, The City of New York and at least once in an Authorized Newspaper in London (and, if required by Section 3.8, at least once in an Authorized Newspaper in Luxembourg), and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Indenture (Weyerhaeuser Co)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders of not less than a majority in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (all such series voting as a single class) at the time Outstanding, the CompanyIssuer, when authorized by Board Resolutionsby, or pursuant to a Resolution, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights and obligations of the Issuer and the rights of the holders of the Securities of all such series under this Indentureseries; provided, however, provided that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or change the manner of calculation of interest thereon or extend the time of payment of interest thereon, change any obligation of the Issuer to pay Additional Amounts pursuant to Section 3.7 or reduce any premium Additional Amount payable upon thereon (except as contemplated by Section 10.6), or reduce any amount payable on redemption or reduce the redemption thereof; (ii) Overdue Rate thereof or make the principal thereof or interest thereon payable in any coin or currency other than that provided in the Security or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.1 or the currency amount thereof provable in which bankruptcy pursuant to Section 4.2, or impair, if the Securities provide therefor, any Security right of repayment at the option of the Securityholder, or any premium or interest is payable; (iv) impair the right of any Securityholder to institute suit for the enforcement of any required payment in respect of any Security on or with respect to any Security; after the fixed maturity thereof, without the consent of the holder of each Security so affected, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose the holders of which is required for modification or amendment of this Indenture any such supplemental indenture or for the waiver of compliance with certain provisions of this Indenture or for waiver certain defaults under the Indenture, without the consent of certain defaults; (vi) reduce the requirements contained in holders of each Security so affected. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for quorum the benefit of one or voting; more particular series of Securities, or (vii) modify any which modifies the rights of the above provisionsSecurityholders of such series with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Securityholders of any other series. The preceding sentence shall not, however, raise any inference as to whether or not a particular series is affected by any supplemental indenture not referred to in such sentence. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, the Issuer shall mail a notice thereof to the holders of Securities of each series affected thereby at their addresses as they shall appear in the Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Textron Financial Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) thereof or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 4.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereofeach Security so affected.
Appears in 1 contract
Samples: Indenture (Murphy Oil Corp /De)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Seven) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities at the time outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutionsof Directors, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) , or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.1 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.2, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for any the payment on thereof or with respect to any Security; the right of repayment, if any, at the option of the Securityholder without the consent of the holder of each Security so affected, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose the holders of which is required for modification any such supplemental indenture, without the consent of the holders of each Security so affected. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board of Directors certified by the Secretary or amendment an Assistant Secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.1 the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Issuer shall mail a notice thereof by first-class mail to the holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Indenture (Tyme Technologies, Inc.)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority 66 2/3% in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (voting as one class) at the time Outstandingoutstanding, the CompanyCorporation, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) shall extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, rate or reduce change the method to be used in establishing the rate or extend the time of payment of interest thereon, or reduce the principal amount thereof, or reduce any premium payable upon the redemption thereof; (ii) , or reduce the amount of the principal of an Original Issue Discount a Discounted Security or any other Security that would be due and payable upon a declaration of acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 7.01, or make the currency in which any Security principal thereof or any premium or interest is payable; thereon payable in any coin or currency other than that provided in such Securities, without the consent of the holder of each Security so affected, or (ivii) impair reduce the right aforesaid percentage of Securities, the holders of which are required to institute suit consent to any such supplemental indenture, without the consent of the holders of all Securities of the series affected then outstanding. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for any payment on the benefit of one or more particular series of Securities, or which modifies the rights of the holders of Securities of 36 such series with respect to any Security; (v) reduce such covenant or other provision, shall be deemed not to affect the percentage in principal amount rights under this Indenture of outstanding the holders of Securities of any other series. Upon the request of the Corporation, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of whose holders is required for modification Securityholders as aforesaid, the Trustee shall join with the Corporation in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or amendment of immunities under this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Baltimore Gas and Electric Company (Atlantic City Electric Co)
Supplemental Indentures With Consent of Securityholders. With Without limiting the consent (evidenced as provided in provisions of Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding7.1, the CompanyAPSA, when authorized by a resolution of the Board Resolutionsof Directors of APSA, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture Indenture, the Securities of any Series or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of any Series, with the affirmative vote, at a meeting of Holders of such Series or an adjourned meeting duly convened at which a quorum is present as provided in Section 6.6, of a majority in aggregate principal amount of the Securities of such series under this IndentureSeries then Outstanding represented and voting at such meeting; provided, however, provided that no such supplemental indenture shall, without the consent of each Holder of a Security of a Series directly and adversely affected the holders of each Security then Outstanding and affected therebyreby, (ia) extend the fixed maturity scheduled due date for the payment of any Securities of any seriesprincipal of, premium, if any, or any installment of interest on any such Security, (b) reduce the principal amount thereofof, or reduce the rate or extend the time portion of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the such principal amount of principal of an Original Issue Discount Security or any other Security which is payable upon acceleration of the maturity thereof pursuant of, the stated rate of interest on or the premium payable upon redemption of any such Security, (c) reduce the obligation of APSA to Section 6.01(b); pay Additional Amounts on any such Security, (iiid) shorten the period during which APSA is not permitted to redeem any such Security, or permit APSA to redeem any such Security if, prior to such action, APSA is not permitted to do so, (e) amend the circumstances under which the Securities of such Series may be redeemed, (f) change the currency Specified Currency in which or the required places at which any such Security or any the premium or interest thereon is payable; , (iv) impair the right to institute suit for any payment on or with respect to any Security; (vg) reduce the percentage in of aggregate principal amount of outstanding such Securities of any seriesnecessary to modify, the consent of whose holders is required for modification amend or amendment of supplement this Indenture or such Securities, or for waiver of compliance with certain provisions of this Indenture thereof or for waiver of certain defaults; , (vih) reduce the requirements contained in this Indenture percentage of aggregate principal amount of Outstanding Securities required for the adoption of a resolution or the quorum or voting; required at any meeting of Holders of such Securities at which a resolution is adopted or (viii) modify any of the above provisionsprovisions of this Section or Sections 4.10 or 6.6, except to increase any such percentage or to provide that certain other provisions of this Indenture cannot be modified or waived without the consent of the Holder of each Security directly and adversely affected thereby. Upon the request of APSA and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with APSA in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by APSA and the Trustee of any supplemental indenture pursuant to the provisions of this Section, APSA at its expense shall give notice thereof to the Holders as provided in Section 12.5, and to the CNV, setting forth in general terms the substance of such supplemental indenture. If APSA shall fail to give such notice to the Holders within fifteen (15) days after the execution of such supplemental indenture and a Responsible Officer of the Trustee shall have notice of such failure, the Trustee shall give notice to the Holders as provided in Section 12.5 and to the CNV at the expense of APSA.
Appears in 1 contract
Samples: Alto Palermo Sa Apsa
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by a Board ResolutionsResolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (ia) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; , (iib) reduce the amount aforesaid percentage of principal Securities, the holders of an Original Issue Discount Security which are required to consent to any such supplemental indenture or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (ivc) impair the right of any Holder to receive payment of principal and interest, if any, on such Holder’s Securities on or after the due dates therefor or to institute suit for the enforcement of any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisionssuch Holder’s Securities. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Indenture (Depomed Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.018.1) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 9.1 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend change the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to receive payment of principal of and interest on any Security (whether upon redemption, repurchase, maturity, or otherwise) or payment or delivery of any amounts due upon conversion of Securities of any series that are convertible into shares of common stock or other securities on or after the due dates thereof or to institute suit for the enforcement of any payment on or with respect to any Security; (v) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vi) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the secured Securities; (vii) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions any provision of this Indenture or for waiver of certain defaultsIndenture; (viviii) reduce the requirements contained in this Indenture for quorum or voting; (ix) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by this Indenture; or (viix) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 9.2 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Xo Holdings Inc
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) reduce the amount of principal of an Original Issue Discount Security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change the currency in which any Security or any premium or interest is payable; (iv) impair the right to institute suit for any payment on or with respect to any Security; (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions; provided, further, that if the Securities of such series are held by a GBL Trust or a trustee of such Trust, such supplemental indenture shall not be effective until the holders of not less than a majority in liquidation preference of Trust Securities of the applicable GBL Trust shall have consented to such supplemental indenture; and, provided, further, that if the consent of the holder of each outstanding Security is required, such supplemental indenture shall not be effective until each holder of the Trust Securities of the applicable GBL Trust shall have consented to such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Gamco Investors, Inc. Et Al
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; providedPROVIDED, howeverHOWEVER, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the fixed maturity of any Securities of any series, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium payable upon the redemption thereof; (ii) change any obligation to pay additional amounts; (iii) reduce the amount of principal of an Original Issue Discount Security original issue discount security or any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)thereof; (iiiiv) change the currency in which any Security or any premium or interest is payable; (ivv) impair the right to institute suit for enforce any payment on or with respect to any Security; (vvi) adversely change the right to convert or exchange, including decreasing the conversion rate or increasing the conversion price of, such Security (if applicable); (vii) modify the subordination provisions in a manner adverse to the holders of such Securities; (viii) if the Securities are secured, change the terms and conditions pursuant to which the Securities are secured in a manner adverse to the holders of the Securities; (ix) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture the indenture or for waiver of compliance with certain provisions of this Indenture the indenture or for waiver of certain defaults; (vix) reduce the requirements require ments contained in this Indenture the indenture for quorum or voting; (xi) change any obligations of the Company to maintain an office or agency in the places and for the purposes required by the indentures; or (viixii) modify any of the above provisions. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Indenture (Anthracite Capital Inc)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01) of the holders of not less than a majority in aggregate principal amount of the Securities of each series affected by such supplemental indenture or indentures at the time Outstanding, the Company, when authorized by Board Resolutions, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders of the Securities of such series under this Indenture; provided, however, that no such supplemental indenture shall, -------- ------- without the consent of the holders of each Security then Outstanding and affected thereby, (i) extend the a fixed maturity of or any installment of principal of any Securities of any series, series or reduce the principal amount thereof, thereof or reduce the rate or extend the time amount of payment principal of interest thereon, or reduce any premium original issue discount security that would be due and payable upon declaration of acceleration of the redemption maturity thereof; (ii) reduce the amount rate of principal or extend the time for payment of an Original Issue Discount interest on any Security or of any other Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b)series; (iii) change reduce the currency in which premium payable upon the redemption of any Security or any premium or interest is payableSecurity; (iv) make any Security payable in Currency other than that stated in the Security; (v) impair the right to institute suit for the enforcement of any payment on or with respect to any Securityafter the fixed maturity thereof (or in the case or redemption, on or after the redemption date); (v) reduce the percentage in principal amount of outstanding Securities of any series, the consent of whose holders is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in aforesaid percentage of Securities, the holders of which are required to consent to any such supplemental indenture or indentures. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has been expressly included solely for quorum the benefit of one or voting; more particular series of Securities, if any, or (vii) modify any which modifies the rights of the above provisionsholders of Securities of such series with respect to such covenant or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities, if any, of any other series. It shall not be necessary for the consent of the Securityholders of any a series affected thereby under this Section 9.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Computer Sciences Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article Six) of the holders Holders of not less than a majority in aggregate principal amount of the Securities of each all series affected by such supplemental indenture or indentures (all such series voting as a single class) at the time Outstanding, the Company, Issuer when authorized by Board Resolutionsby, or pursuant to a Resolution, and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights and obligations of the Issuer or the rights of the holders Holders of the Securities of all such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon on redemption or reduce the redemption thereof; (ii) Overdue Rate thereof or make the principal thereof or interest thereon payable in any coin or currency other than that provided in the Security or reduce the amount of the principal of an Original Issue Discount Security (or any a Security that provides that an amount other Security than the face amount thereof will or may be payable upon a declaration of acceleration of the maturity thereof) that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.1 or the currency amount thereof provable in which bankruptcy pursuant to Section 4.2, or impair, if the Securities provide therefor, any Security right of repayment at the option of the Securityholder, or any premium or interest is payable; (iv) impair the right of any holders of Securities of a series entitled to institute suit for any payment on the conversion rights set forth in Article Twelve to receive securities upon the exercise of such conversion rights, without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment any such supplemental indenture, without the consent of this Indenture or for waiver the Holders of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; each Security so affected or (viic) modify any of the above provisionsprovisions of Article Eleven in a manner adverse to the Holders of the Securities. A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of the Securityholders of such series with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Securityholders of any other series. The preceding sentence shall not, however, raise any inference as to whether or not a particular series is affected by any supplemental indenture not referred to in such sentence. Upon the request of the Issuer, accompanied by copies of Resolutions authorizing the execution of any such supplemental indenture certified by the secretary or assistant secretary of the Issuer, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.1, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture adversely affects the Trustee's own rights, duties or immunities under this Indenture or otherwise, in which case the Trustee may in its discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section 7.2, the Issuer shall mail a notice thereof to the Holders of Securities of each series affected thereby at their addresses as they shall appear in the Register, setting forth in general terms the substance of such supplemental indenture. Any failure of the Issuer to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Newmont Mining Corp
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 7) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the Company, when authorized by a Board ResolutionsResolution, the Guarantor[s], when authorized by Guarantor Authorizing Resolution[s] and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders Holder of each Security then Outstanding and affected therebyso affected, (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest thereon, or reduce any premium amount payable upon the on redemption thereof; , or make the principal thereof (iiincluding any amount in respect of original issue discount) or interest thereon payable in any currency other than that provided in the Securities or in accordance with the terms thereof, or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 5.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 5.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment or conversion thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, or with respect modify any of the provisions of this paragraph except to increase any Securityrequired percentage or to provide that certain other provisions cannot be modified or waived without the consent of the Holder of each Security so affected; provided, that no consent of any Holder of any Security shall be necessary under this Section 8.02 to permit the Trustee, the Guarantor[s] and the Company to execute supplemental indentures pursuant to Section 8.01(e) of this Indenture, or (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of Holders of Securities of such series with certain provisions respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the Holders of Securities of any other series. Upon the request of the Company and the Guarantor[s], accompanied by a Board Resolution certified by the secretary or an assistant secretary of the Company and Guarantor Authorizing Resolution[s] certified by the secretary or assistant secretary of the Guarantor[s] authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 7.01, the Trustee shall join with the Company and the Guarantor[s] in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Company, the Guarantor[s] and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give a notice thereof to the Holders of then Outstanding Securities of each series affected thereby, by mailing a notice thereof by first-class mail to such Holders at their addresses as they shall appear on the Security register, and in each case such notice shall set forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(each affected series voting as a separate class), the Company, Issuer when authorized by a resolution of its Board Resolutions, of Directors (or any committee authorized by the Board of Directors or officer authorized by such Board of Directors or committee) and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as then in effectforce at the date of execution thereof) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (ia) extend the fixed final maturity of any Securities of any seriesSecurity, or reduce the principal amount thereof, or reduce the rate or extend the time of payment of interest interest, if any, thereon, or reduce any premium amount payable upon the on redemption thereof; (ii) thereof or reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b); (iii) change 4.01 or the currency amount thereof provable in which any Security bankruptcy pursuant to Section 4.02, or any premium impair or interest is payable; (iv) impair affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on or with respect to any Security; right of repayment at the option of the Securityholder without the consent of the Holder of each Security so affected, (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification or amendment of this Indenture or for waiver of compliance with certain provisions of this Indenture or for waiver of certain defaults; (vi) reduce the requirements contained in this Indenture for quorum or voting; or (vii) modify any of the above provisions. It shall not be necessary for such supplemental indenture, without the consent of the Securityholders Holders of each Security so affected, or (c) change in any series affected thereby under this Section manner adverse to approve the particular form Holders of the Securities the terms and conditions of the obligations of the Issuer in respect of the due and punctual payment of the principal thereof and interest thereon or any proposed supplemental indenturesinking fund payments provided in respect thereof, but it shall be sufficient if such in each case without the consent shall approve of the substance thereofHolder of each Security so affected.
Appears in 1 contract
Samples: Astrazeneca PLC
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.019.01) of the holders of not less than a majority in aggregate principal amount of the Securities at the time outstanding of each series affected by such supplemental indenture or indentures at the time Outstandingindenture, the CompanyCorporation, when authorized by a resolution of the Board Resolutionsof Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights right of the holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders holder of each Security then Outstanding and affected thereby, (i) extend change the fixed stated maturity date of any Securities of any seriesthe principal of, or reduce the any installment of principal amount thereofof or interest on, or reduce the rate or extend the time of payment of interest thereonany Security, or reduce any premium payable upon the redemption thereof; (ii) reduce the principal amount of, or the interest (or premium, if any), on, any Security, (iii) reduce the portion of the principal amount of principal of an Original Issue Discount Security or any other a Discounted Security payable upon acceleration of the maturity thereof pursuant to Section 6.01(b); thereof, (iiiiv) reduce any amount payable upon redemption of any Security, (v) change the place or places where, or the coin or currency in which which, any Security or any premium or the interest thereon is payable; payable as specified in such Security, (ivvi) change the definition of "Market Value" in Section 1.01, (vii) impair the right of any holder of Securities of any series to receive on any Exchange Date for Securities of such series Capital Securities with a Market Value equal to that required by the terms of the Securities, (viii) impair the right of any holders of Securities of a series entitled to the conversion rights set forth in Article Nineteen to receive shares of Common Stock, securities or other property upon the exercise of such conversion rights, (ix) impair the right of a holder to institute suit for the enforcement of any payment on or with respect to any Security (including any right of redemption at the option of the holder of such Security; ), or for the delivery of Capital Securities in exchange for Securities pursuant to Article Seventeen, or to require the Corporation to sell Capital Securities in a Secondary Offering pursuant to Article Seventeen, or for the delivery of Common Stock, securities or other property upon conversion of Securities pursuant to Article Nineteen, (vx) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the holders of which are required to consent to any such supplemental indenture, or reduce the percentage of whose Securities of any series the holders is of which are required for modification to waive any past Default or amendment Event of Default, as specified in Section 7.07, or (xi) modify the foregoing provisions of clauses (i) through (x). A supplemental indenture which changes or eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or for waiver more particular series of compliance Securities, or which modifies the rights of the holders of Securities of such series with certain provisions respect to such covenant or other provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Corporation, accompanied by a Board Resolution authorizing the execution of any such supplemental indenture, and upon the filing with the Trustee of evidence of the consent of Securityholders as aforesaid, the Trustee shall join with the Corporation in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee's own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section 11.02 to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof.
Appears in 1 contract
Samples: Indenture (J P Morgan Chase & Co)
Supplemental Indentures With Consent of Securityholders. With the consent (evidenced as provided in Section 8.01Article 6) of the holders Holders of not less than a majority in aggregate principal amount of the Securities at the time Outstanding of each all series affected by such supplemental indenture or indentures at the time Outstanding(voting as one class), the CompanyIssuer, when authorized by a resolution of its Board Resolutions(which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect) for the purpose of adding any provisions to or changing in any manner or eliminating any of the provisions of this Indenture or of any supplemental indenture or of modifying in any manner not covered by Section 9.01 the rights of the holders Holders of the Securities of each such series under this Indentureseries; provided, however, that no such supplemental indenture shall, without the consent of the holders of each Security then Outstanding and affected thereby, shall (a) (i) extend the fixed final maturity of any Securities of any seriesSecurity, or (ii) reduce the principal amount thereof, or (iii) reduce the rate or extend the time of payment of interest thereon, or (iv) reduce any premium amount payable upon the on redemption thereof; , (iiv) make the principal thereof (including any amount in respect of original issue discount), or interest thereon payable in any coin or currency other than that provided in the Securities or in accordance with the terms thereof, (vi) modify or amend any provisions for converting any currency into any other currency as provided in the Securities or in accordance with the terms thereof, (vii) reduce the amount of the principal of an Original Issue Discount Security or any other Security that would be due and payable upon an acceleration of the maturity thereof pursuant to Section 6.01(b4.01 or the amount thereof provable in bankruptcy pursuant to Section 4.02, (viii) modify or amend any provisions relating to the conversion or exchange of the Securities for securities of the Issuer or of other entities or other property (or the cash value thereof); , including the determination of the amount of securities or other property (iiior cash) change into which the currency Securities shall be converted or exchanged, other than as provided in which any Security the antidilution provisions or any premium other similar adjustment provisions of the Securities or interest is payable; otherwise in accordance with the terms thereof, (ivix) alter the provisions of Section 10.12 or Section 10.14 or impair or affect the right of any Securityholder to institute suit for the payment thereof or, if the Securities provide therefor, any payment on right of repayment at the option of the Securityholder, in each case without the consent of the Holder of each Security so affected, or with respect to any Security; (vb) reduce the aforesaid percentage in principal amount of outstanding Securities of any series, the consent of whose holders the Holders of which is required for modification any such supplemental indenture, without the consent of the Holders of each Security so affected. A supplemental indenture which changes or amendment eliminates any covenant or other provision of this Indenture which has expressly been included solely for the benefit of one or more particular series of Securities, or which modifies the rights of holders of Securities of such series, with respect to such covenant or provision, shall be deemed not to affect the rights under this Indenture of the holders of Securities of any other series. Upon the request of the Issuer, accompanied by a copy of a resolution of the Board (which resolutions may provide general authorization for waiver such action and may provide that the specific terms of compliance such action may be determined by officers of the Issuer authorized thereby) certified by the secretary or an assistant secretary of the Issuer authorizing the execution of any such supplemental indenture, and upon the filing with certain provisions the Trustee of evidence of the consent of Securityholders as aforesaid and other documents, if any, required by Section 6.01, the Trustee shall join with the Issuer in the execution of such supplemental indenture unless such supplemental indenture affects the Trustee’s own rights, duties or immunities under this Indenture or for waiver of certain defaults; (vi) reduce otherwise, in which case the requirements contained Trustee may in this Indenture for quorum or voting; or (vii) modify any of the above provisionsits discretion, but shall not be obligated to, enter into such supplemental indenture. It shall not be necessary for the consent of the Securityholders of any series affected thereby under this Section section to approve the particular form of any proposed supplemental indenture, but it shall be sufficient if such consent shall approve the substance thereof. Promptly after the execution by the Issuer and the Trustee of any supplemental indenture pursuant to the provisions of this Section, the Trustee shall give notice thereof by (a) first class mail to the Holders of Securities of each series affected thereby at their addresses as they shall appear on the registry books of the Issuer or (b) by any other means set forth in such supplemental indenture, setting forth in general terms the substance of such supplemental indenture. Any failure of the Trustee to mail such notice, or any defect therein, shall not, however, in any way impair or affect the validity of any such supplemental indenture.
Appears in 1 contract
Samples: Costamare Inc.
