Deposited Money and U. S. Government Obligations to Be Held in Trust; Miscellaneous Provisions.......... 67
Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions...................................................... 57 Section 14.06 Reinstatement................................................................. 58 ARTICLE XV. IMMUNITY OF INCORPORATORS, STOCKHOLDERS, OFFICERS AND DIRECTORS
Deposited Money and U. S. AND FOREIGN GOVERNMENT OBLIGATIONS TO BE HELD IN TRUST; OTHER MISCELLANEOUS PROVISIONS. All money, U.S. Government Obligations and Foreign Government Obligations (including the proceeds thereof) deposited with the Trustee pursuant to Section 9.4 in respect of the outstanding Securities shall be held in trust and applied by the Trustee, in accordance with the provisions of such Securities and this Indenture, to the payment, either directly or through any Paying Agent as the Trustee may determine, to the Holders of such Securities, of all sums due and to become due thereon in respect of principal, accrued interest and premium, if any, but such money need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations and Foreign Government Obligations deposited pursuant to Section 9.4 or the principal, interest and premium, if any, received in respect thereof other than any such tax, fee or other charge which by law is for the account of the Holders of the outstanding Securities. Anything in this Article 9 to the contrary notwithstanding, but subject to payment of any of its outstanding fees and expenses, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money, U.S. Government Obligations or Foreign Government Obligations held by the Trustee as provided in Section 9.4 which, in the opinion of a nationally-recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof which would then be required to be deposited to effect an equivalent Legal Defeasance or Covenant Defeasance.
Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions..........................................................57 ARTICLE TEN REDEMPTION OF SECURITIES AND SINKING FUNDS...............................................58
Deposited Money and U. S. Government Obligations to Be Held in Trust; Other Miscellaneous Provisions ...................................................... 67 Section 11.6 Reinstatement .................................................................. 68
Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions. All money and U.S. Government Obligations (including the proceeds thereof) deposited with the Trustee or other qualifying trustee (solely for purposes of this Section and Section 14.06, the Trustee and any such other trustee are referred to collectively as the "Trustee") pursuant to Section 14.04 in respect of the Securities of any Defeasible Series shall be held in trust and applied by the Trustee, in accordance with the provisions of the Securities of such series and this Indenture, to the payment, either directly or through any such Paying Agent (including the Company acting as its own Paying Agent) as the Trustee may determine, to the Holders of Securities of such series, of all sums due and to become due thereon in respect of principal and any premium and interest, but money so held in trust need not be segregated from other funds except to the extent required by law. The Company shall pay and indemnify the Trustee against any tax, fee or other charge imposed on or assessed against the U.S. Government Obligations deposited pursuant to Section 14.04 or the principal and interest received in respect thereof other than any such tax, fee or other charge that by law is for the account of the Holders of Outstanding Securities. Anything in this Article XIV to the contrary notwithstanding, the Trustee shall deliver or pay to the Company from time to time upon Company Request any money or U.S. Government Obligations held by it as provided in Section 14.04 with respect to Securities of any Defeasible Series that, in the opinion of a nationally recognized firm of independent public accountants expressed in a written certification thereof delivered to the Trustee, are in excess of the amount thereof that would then be required to be deposited to effect an equivalent Defeasance or Covenant Defeasance with respect to the Securities of such series.
Deposited Money and U. S. Government Securities to Be Held in Trust; Other Miscellaneous Provisions 86 Section 11.03. Repayment to the Company 86 ARTICLE TWELVE MISCELLANEOUS 87 Section 12.01. No Adverse Interpretation of Other Agreements 87 Section 12.02. Notices 87 Section 12.03. Communication by Holders of Notes with Other Holders of Notes 88 Section 12.04. Certificate and Opinion as to Conditions Precedent 88 Section 12.05. Statements Required in Certificate or Opinion 89 Section 12.06. Rules by Trustee and Agents 89 Section 12.07. No Personal Liability of Directors, Officers, Employees and Stockholders 89 Section 12.08. Governing Law 89 Section 12.09. Consent to Jurisdiction 90 Section 12.10. Trust Indenture Act Controls 90 Section 12.11. Successors 90 Section 12.12. Severability 90 Section 12.13. Counterpart Originals 90 Section 12.14. Acts of Holders 91 Section 12.15. Benefit of Indenture 92 Section 12.16. Table of Contents, Headings, Etc. 92 Section 12.17. Force Majeure 92 Exhibit A Form of Note Exhibit B-1 Form of Certificate of Transfer Exhibit B-2 Form of Certificate of Transfer for Institutional Accredited Investors Exhibit C Form of Certificate of Exchange Exhibit D Form of Notation of Guarantee Exhibit E Form of Guarantor Supplemental Indenture INDENTURE (this “Indenture”), dated as of April 5, 2013, among Continental Resources, Inc., an Oklahoma corporation (the “Company”), the Initial Guarantors (as defined below) and Wilmington Trust, National Association (a national banking association), as trustee (the “Trustee”). The Company, the Initial Guarantors and the Trustee agree as follows for the benefit of each other and for the equal and ratable benefit of the Holders (as defined below) of the 41/2% Senior Notes due 2023 (the “Initial Notes” and, together with any Exchange Notes and Additional Notes, each as defined herein, the “Notes”):
Deposited Money and U. S. Government Obligations to be Held in Trust; Other Miscellaneous Provisions 124 SECTION 8.6. Repayment to the Company 124 SECTION 8.7. Reinstatement 125 SECTION 9.1. Without Consent of Holders 125 SECTION 9.2. With Consent of Holders 126 SECTION 9.3. Compliance with Trust Indenture Act 128 SECTION 9.4. Revocation and Effect of Consents and Waivers 128 SECTION 9.5. Notation on or Exchange of Notes 128 SECTION 9.6. Trustee to Sign Amendments 128 SECTION 10.1. Guarantee 129 SECTION 10.2. Limitation on Liability; Termination, Release and Discharge 131 SECTION 10.3. Right of Contribution 132 SECTION 10.4. No Subrogation 132 SECTION 11.1. Satisfaction and Discharge 133 SECTION 11.2. Application of Trust Money 134 SECTION 13.1. Trust Indenture Act Controls 134 SECTION 13.2. Notices 134 SECTION 13.3. Communication by Holders with other Holders 135 SECTION 13.4. Certificate and Opinion as to Conditions Precedent 136 SECTION 13.5. Statements Required in Certificate or Opinion 136 SECTION 13.6. Rules by Trustee, Paying Agent and Registrar 136 SECTION 13.7. Legal Holidays 136 SECTION 13.8. Governing Law 137 SECTION 13.9. Jurisdiction 137 SECTION 13.10. Waivers of Jury Trial 137 SECTION 13.11. USA PATRIOT Act 137 SECTION 13.12. No Recourse Against Others 137 SECTION 13.13. Multiple Originals 138 SECTION 13.14. Table of Contents; Headings 138 SECTION 13.15. Force Majeure 138 SECTION 13.16. Severability 138 SECTION 13.17. FCC 138 EXHIBIT A Form of Global Note EXHIBIT B Form of Supplemental Indenture to add Guarantors TIA Section Indenture Section 310 (a)(1) 7.10 (a)(2) 7.10 (a)(3) N.A. (a)(4) N.A. (a)(5) N.A. (b) 7.8; 7.10 311 (a) 7.11 (b) 7.11 312 (a) 2.6 (b) 13.3 (c) 13.3 313 (a) 7.6 (b)(1) N.A. (b)(2) 7.6; 7.7 (c) 7.6 (d) 3.10 314 (a) 3.10; 3.12 (b) N.A. (c)(1) 13.4; 13.5 (c)(2) 13.4; 13.5 (c)(3) N.A. (d) N.A. (e) 13.5 (f) N.A. 315 (a) 7.1 (b) 7.5 (c) 7.1 (d) 7.1 (e) 6.11 316 (a)(last sentence) 2.12 (a)(1)(A) 6.5 (a)(1)(B) 6.4 (a)(2) N.A. (b) 6.7 317 (a)(1) 6.8 (a)(2) 6.9 (b) 2.4 318 (a) 13.1 (b) N.A. (c) N.A.
Deposited Money and U. S. Government Obligations To Be Held in Trust; Other Miscellaneous Provisions...................................................................53 Section 4.06. Reinstatement..................................................................................54 ARTICLE FIVE
Deposited Money and U. S. Government obligations to Be Held in Trust; Miscellaneous Provisions 64
