Designation, Terms, Amount, Authentication and Delivery of Debentures. The aggregate principal amount of Debentures which may be authenticated and delivered under this Indenture is unlimited. The Debentures may be issued in one or more series up to the aggregate principal amount of Debentures of that series from time to time authorized by or pursuant to a Board Resolution or pursuant to one or more indentures supplemental hereto, prior to the initial issuance of Debentures of a particular series and shall rank pari passu with the Debentures of each other series. The Debentures of each series shall be junior and subordinate in right of payment to any securities issued pursuant to the Senior Subordinated Indenture of the Company. Prior to the initial issuance of Debentures of any series, there shall be established in or pursuant to a Board Resolution, and set forth in an Officer's Certificate, or established in one or more indentures supplemental hereto: (1) the title of the Debentures of the series (which shall distinguish the Debentures of the series from all other Debentures); (2) any limit upon the aggregate principal amount of the Debentures of that series which may be authenticated and delivered under this Indenture (except for Debentures authenticated and delivered upon registration or transfer of, or in exchange for, or in lieu of, other Debentures of that series); (3) the date or dates on which the principal of the Debentures of the series is payable; (4) the rate or rates at which the Debentures of the series shall bear interest or the manner of calculation of such rate or rates, if any; (5) the place or places where the principal of (and premium, if any) and interest on Debentures of the series shall be payable or surrendered for registration of transfer or exchange; (6) the date or dates from which such interest shall accrue, the Interest Payment Dates on which such interest will be payable or the manner of determination of such Interest Payment Dates and the record dates for the determination of holders to whom interest is payable on any such Interest Payment Dates; (7) the right, if any, to extend the interest payment periods and the duration of such extension; (8) the period or periods, if any, within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series may be redeemed, in whole or in part, at the option of the Company; (9) the provisions, if any, for a sinking, purchase or other analogous fund and the obligation, if any, of the Company to redeem or purchase Debentures of the series pursuant to any sinking fund or analogous provisions (including payments made in cash in anticipation of future sinking fund obligations) or at the option of a holder thereof and the period or periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation; (10) the form of the Debentures of the series including the form of the Certificate of Authentication for such series; (11) if other than denominations of $25 or any integral multiple thereof, the denominations in which the Debentures of the series shall be issuable; (12) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depository for such series; (13) if the Debentures of such series are to be deposited as trust assets in a Hawaiian Electric Industries Capital Trust, the name of the applicable Hawaiian Electric Industries Capital Trust (which shall distinguish such statutory business trust from all other Hawaiian Electric Industries Capital Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Trust Agreement; (14) if the Debentures of such series are to be deposited as partnership assets in a limited partnership, such as the Partnership, the name of the applicable limited partnership (which shall distinguish such limited partnership from any other limited partnership of the Company) into which the Debentures of such series are to be deposited as partnership assets and the date of its limited partnership agreement; (15) whether or not the Debentures are to be sold to Persons who are not directly or indirectly owned or controlled by the Company and who are not Affiliates of the Company; and (16) any and all other terms with respect to such series (which terms shall not be inconsistent with the terms of this Indenture). All Debentures of any one series shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to any such Board Resolution or in any indenture supplemental hereto. If any of the terms of the series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Certificate setting forth the terms of the series.
Appears in 1 contract
Designation, Terms, Amount, Authentication and Delivery of Debentures. The aggregate principal amount of Debentures which may be authenticated and delivered under this Indenture is unlimited. The Debentures may be issued in one or more series up to the aggregate principal amount of Debentures of that series from time to time authorized by or pursuant to a Board Resolution or pursuant to one or more indentures supplemental hereto, prior to the initial issuance of Debentures of a particular series and shall rank pari passu with the Debentures of each other series. The Debentures of each series shall be junior and subordinate in right of payment to any securities issued pursuant to the Senior Subordinated Indenture of the Company. Prior to the initial issuance of Debentures of any series, there shall be established in or pursuant to a Board Resolution, and set forth in an Officer's Officers' Certificate, or established in one or more indentures supplemental hereto:
(1) the title of the Debentures of the series (which shall distinguish the Debentures of the series from all other Debentures);
(2) any limit upon the aggregate principal amount of the Debentures of that series which may be authenticated and delivered under this Indenture (except for Debentures authenticated and delivered upon registration or of transfer of, or in exchange for, or in lieu of, other Debentures of that series);):
(3) the date or dates on which the principal of the Debentures of the series is payable;
(4) the rate or rates at which the Debentures of the series shall bear interest or the manner of calculation of such rate or rates, if any;
(5) the place or places where the principal of (and premium, if any) and interest on Debentures of the series shall be payable or surrendered for registration of transfer or exchange;
(6) the date or dates from which such interest shall accrue, the Interest Payment Dates on which such interest will be payable or the manner of determination of such Interest Payment Dates and the record dates date for the determination of holders to whom interest is payable on any such Interest Payment Dates;
(76) the right, if any, to extend or defer the interest payment periods and the duration of such extension;
(8) 7) the period or periods, if any, periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series may be redeemed, in whole or in part, at the option of the Company;
(9) the provisions, if any, for a sinking, purchase or other analogous fund and 8) the obligation, if any, of the Company to redeem or purchase Debentures of the series pursuant to any sinking fund or analogous provisions (including payments made in cash in anticipation of future sinking fund obligations) or at the option of a holder thereof and the period or periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) any exchangeability, conversion or prepayment provisions of the Debentures;
(10) the form of the Debentures of the series including the form of the Certificate of Authentication for such series;
(11) if other than denominations of $25 50 or any integral multiple thereof, the denominations in which the Debentures of the series shall be issuable;
(12) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depository for such series;
(13) if the Debentures of such series are to be deposited as trust assets in a Hawaiian Electric Industries Capital Trust, the name of the applicable Hawaiian Electric Industries Capital Trust (which shall distinguish such statutory business trust from all other Hawaiian Electric Industries Capital Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Trust Agreement;
(14) if the Debentures of such series are to be deposited as partnership assets in a limited partnership, such as the Partnership, the name of the applicable limited partnership (which shall distinguish such limited partnership from any other limited partnership of the Company) into which the Debentures of such series are to be deposited as partnership assets and the date of its limited partnership agreement;
(15) whether or not the Debentures are to be sold to Persons who are not directly or indirectly owned or controlled by the Company and who are not Affiliates of the Company; and
(16) any and all other terms with respect to such series (which terms shall not be inconsistent with the terms of this Indenture); and
(13) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depositary for such series.
(14) If the Debentures of such series are to be deposited as trust assets in a AES Trust the name of the applicable AES Trust (which shall distinguish such statutory business trust from all other AES Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Declaration of Trust. All Debentures of any one series shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to any such Board Resolution or in any indenture supplemental hereto. If any of the terms of the series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Officers' Certificate setting forth the terms of the series.
Appears in 1 contract
Designation, Terms, Amount, Authentication and Delivery of Debentures. The aggregate principal amount of Debentures which may be authenticated and delivered under this Indenture is unlimited. The Debentures may be issued in one or more series up to the aggregate principal amount of Debentures of that series from time to time authorized by or pursuant to a Board Resolution or pursuant to one or more indentures supplemental hereto, hereto prior to the initial issuance of Debentures of a particular series and shall rank pari passu with the Debentures of each other series. The Debentures of each series shall be junior and subordinate in right of payment to any securities issued pursuant to the Senior Subordinated Indenture of the Company. Prior to the initial issuance of Debentures of any series, there shall be established in or pursuant to a Board Resolution, and set forth in an Officer's Officers' Certificate, or established in one or more indentures supplemental hereto:
(1) the title of the Debentures of the series (which shall distinguish the Debentures of the series from all other Debentures);
(2) any limit upon the aggregate principal amount of the Debentures of that series which may be authenticated and delivered under this Indenture (except for Debentures authenticated and delivered upon registration or of transfer of, of or in exchange for, or in lieu of, other Debentures of that series);
(3) the date or dates on which the principal of the Debentures of the series is payable;
(4) the rate or rates at which the Debentures of the series shall bear interest or the manner of calculation of such rate or rates, if any;
(5) the place or places where the principal of (and premium, if any) and interest on Debentures of the series shall be payable or surrendered for registration of transfer or exchange;
(6) the date or dates from which such interest shall accrue, the Interest Payment Dates on which such interest will be payable or the manner of determination of such Interest Payment Dates and the record dates date for the determination of holders to whom interest is payable on any such Interest Payment Dates;
(76) the right, if any, to extend or defer the interest payment periods and the duration of such extension;
(8) 7) the period or periods, if any, periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series may be redeemed, in whole or in part, at the option of the Company;
(9) the provisions, if any, for a sinking, purchase or other analogous fund and 8) the obligation, if any, of the Company to redeem or purchase Debentures of the series pursuant to any sinking fund or analogous provisions (including payments made in cash in anticipation of future sinking fund obligations) or at the option of a holder thereof and the period or periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) any exchangeability, conversion or prepayment provisions of the Debentures;
(10) the form of the Debentures of the series including the form of the Certificate of Authentication for such series;
(11) if other than denominations of $25 50 or any integral multiple thereof, thereof the denominations in which the Debentures of the series shall be issuable;
(12) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depository for such series;
(13) if the Debentures of such series are to be deposited as trust assets in a Hawaiian Electric Industries Capital Trust, the name of the applicable Hawaiian Electric Industries Capital Trust (which shall distinguish such statutory business trust from all other Hawaiian Electric Industries Capital Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Trust Agreement;
(14) if the Debentures of such series are to be deposited as partnership assets in a limited partnership, such as the Partnership, the name of the applicable limited partnership (which shall distinguish such limited partnership from any other limited partnership of the Company) into which the Debentures of such series are to be deposited as partnership assets and the date of its limited partnership agreement;
(15) whether or not the Debentures are to be sold to Persons who are not directly or indirectly owned or controlled by the Company and who are not Affiliates of the Company; and
(16) any and all other terms with respect to such series (which terms shall not be inconsistent with the terms of this Indenture);
(13) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depositary for such series; and
(14) If the Debentures of such series are to be deposited as trust assets in an Xxxxx & Minor Trust, the name of the applicable Xxxxx & Minor Trust (which shall distinguish such statutory business trust from all other Xxxxx & Minor Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Declaration of Trust. All Debentures of any one series shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to any such Board Resolution or in any indenture supplemental hereto. If any of the terms of the series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Officers' Certificate setting forth the terms of the series.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Owens & Minor Trust I)
Designation, Terms, Amount, Authentication and Delivery of Debentures. The aggregate principal amount of Debentures which may be authenticated and delivered under this Indenture is unlimited. The Debentures may be issued in one or more series up to the aggregate principal amount of Debentures of that series from time to time authorized by or pursuant to a Board Resolution or pursuant to one or more indentures supplemental hereto, prior to the initial issuance of Debentures of a particular series and shall rank pari passu with the Debentures of each other series. The Debentures of each series shall be junior and subordinate in right of payment to any securities issued pursuant to the Senior Subordinated Indenture of the Company. Prior to the initial issuance of Debentures of any series, there shall be established in or pursuant to a Board Resolution, and set forth in an Officer's Officers' Certificate, or established in one or more indentures supplemental hereto:
(1) the title of the Debentures of the series (which shall distinguish the Debentures of the series from all other Debentures);
(2) any limit upon the aggregate principal amount of the Debentures of that series which may be authenticated and delivered under this Indenture (except for Debentures authenticated and delivered upon registration or of transfer of, or in exchange for, or in lieu of, other Debentures of that series);
(3) the date or dates on which the principal of the Debentures of the series is payablepayable and the right to shorten, extend or defer such date or dates;
(4) the rate or rates at which the Debentures of the series shall bear interest or the manner of calculation of such rate or rates, if any;
(5) the place or places where the principal of (and premium, if any) and interest on Debentures of the series shall be payable or surrendered for registration of transfer or exchange;
(6) the date or dates from which such interest shall accrue, the Interest Payment Dates on which such interest will be payable or the manner of determination of such Interest Payment Dates and the record dates date for the determination of holders to whom interest is payable on any such Interest Payment Dates;
(76) the right, if any, to extend or defer the interest payment periods and the duration of such extension;
(8) 7) the period or periods, if any, periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series may be redeemed, in whole or in part, at the option of the Company;
(9) the provisions, if any, for a sinking, purchase or other analogous fund and 8) the obligation, if any, of the Company to redeem or purchase Debentures of the series pursuant to any sinking fund or analogous provisions (including payments made in cash in anticipation of future sinking fund obligations) or at the option of a holder thereof and the period or periods within which, the price or prices at which, the currency or currencies (including currency unit or units) in which and the terms and conditions upon which, Debentures of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) any exchangeability, conversion or prepayment provisions of the Debentures;
(10) the form of the Debentures of the series including the form of the Certificate of Authentication for such series;
(11) if other than denominations of $25 or any integral multiple thereof, the denominations in which the Debentures of the series shall be issuable;
(12) whether the Debentures are issuable as a one or more Global Debenture Debentures and, in such case, the identity of the Depository Depositary for such series, the form of any legend or legends which shall be borne by any such Global Debentures in addition to or in lieu of that set forth in Section 2.11 and any circumstances in addition to or in lieu of those set forth in Section 2.11 in which any such Global Debentures may be exchanged in whole or in part for Debentures registered, and any transfer of such Global Debentures in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Debentures or a nominee thereof;
(13) if the Debentures of such series are to be deposited as trust assets in a Hawaiian Electric Industries Capital Trust, Trust the name of the applicable Hawaiian Electric Industries Capital Trust (which shall distinguish such statutory business trust from all other Hawaiian Electric Industries Capital Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Trust AgreementDeclaration of Trust;
(14) the place or places where the principal of (and premium, if any) and interest on the Debentures of such series are to shall be deposited as partnership assets in a limited partnership, such as the Partnershippayable, the name place or places where the Debentures of such series may be presented for registration of transfer or exchange, and the place or places where notices and demands to or upon the Company in respect of the applicable limited partnership Debentures of such series may be made;
(15) if other than U.S. dollars, the currency or currencies (including currency unit or units) in which shall distinguish such limited partnership from any other limited partnership the principal of (and premium, if any) and interest, if any, on the Debentures of the Companyseries shall be payable, or in which the Debentures of the series shall be denominated;
(16) into the additions, modifications or deletions, if any, in the Events of Default or covenants of the Company set forth herein with respect to the Debentures of such series;
(17) if other than the principal amount thereof, the portion of the principal amount of Securities of such series that shall be payable upon declaration of acceleration of the maturity thereof;
(18) the additions or changes, if any, to this Indenture with respect to the Debentures of such series as shall be necessary to permit or facilitate the issuance of the Debentures of such series in bearer form, registrable or not registrable as to principal, and with or without interest coupons;
(19) any index or indices used to determine the amount of payments of principal of and premium, if any, on the Debentures of such series or the manner in which such amounts will be determined;
(20) the appointment of any paying agent or agents for the Debentures of such series;
(21) the relative degree, if any, to which the Debentures of such series are shall be senior to or be deposited as partnership assets and the date subordinated to other series of its limited partnership agreement;
(15) Debentures in right of payment, whether or not the such other series of Debentures are to be sold to Persons who are not directly Outstanding or indirectly owned or controlled by the Company and who are not Affiliates of the Companynot; and
(1622) any and all other terms with respect to the Debentures of such series (and any terms which terms shall may be required by or advisable under applicable laws or regulations not be inconsistent with the terms of this Indenture). All Debentures of any one series shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to any such Board Resolution or in any indenture supplemental hereto. If any of the terms of the series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Officers' Certificate setting forth the terms of the series.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Houston Industries Inc)
Designation, Terms, Amount, Authentication and Delivery of Debentures. The aggregate principal amount of Debentures which that may be authenticated and delivered under this Indenture is unlimited. The Debentures may be issued in one or more series up to the aggregate principal amount of Debentures of that series from time to time authorized by or pursuant to a Board Resolution or pursuant to one or more indentures supplemental hereto, prior to the initial issuance of Debentures of a particular series and shall rank pari passu with the Debentures of each other series. The Debentures of each series shall be junior and subordinate in right of payment to any securities issued pursuant to the Senior Subordinated Indenture of the Company. Prior to the initial issuance of Debentures of any series, there shall be established in or pursuant to a Board Resolution, and set forth in an Officer's Officers' Certificate, or established in one or more indentures supplemental hereto:
(1a) the title of the Debentures of the series (which shall distinguish the Debentures of the series from all other Debentures);
(2b) any limit upon the aggregate principal amount of the Debentures of that series which that may be authenticated and delivered under this Indenture (except for Debentures authenticated and delivered upon registration or of transfer of, or in exchange for, or in lieu of, other Debentures of that series);
(3c) the date or dates on which the principal of the Debentures of the series is payable;
(4d) the rate or rates at which the Debentures of the series shall bear interest or the manner of calculation of such rate or rates, if any;
(5) the place or places where the principal of (and premium, if any) and interest on Debentures of the series shall be payable or surrendered for registration of transfer or exchange;
(6e) the date or dates from which such interest shall accrue, the Interest Payment Dates on which such interest will be payable or the manner of determination of such Interest Payment Dates and the record dates date for the determination of holders Holders to whom interest is payable on any such Interest Payment Dates;
(7f) the right, if any, to extend or defer the interest payment periods and the duration of such extension;
(8) g) the period or periods, if any, periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series may be redeemed, in whole or in part, at the option of the Company;
(9h) the provisions, if any, for a sinking, purchase or other analogous fund and the obligation, if any, of the Company to redeem or purchase Debentures of the series pursuant to any sinking fund or analogous provisions (including payments made in cash in anticipation of future sinking fund obligations) or at the option of a holder Holder thereof and the period or periods within which, the price or prices at which, and the terms and conditions upon which, Debentures of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(10i) any exchangeability, conversion or prepayment provisions of the Debentures;
(j) the form of the Debentures of the series including the form of the Certificate certificate of Authentication authentication for such series;
(11k) if other than denominations of $25 50 or any integral multiple thereof, the denominations in which the Debentures of the series shall be issuable;
(12) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depository for such series;
(13) if the Debentures of such series are to be deposited as trust assets in a Hawaiian Electric Industries Capital Trust, the name of the applicable Hawaiian Electric Industries Capital Trust (which shall distinguish such statutory business trust from all other Hawaiian Electric Industries Capital Trusts) into which the Debentures of such series are to be deposited as trust assets and the date of its Trust Agreement;
(14) if the Debentures of such series are to be deposited as partnership assets in a limited partnership, such as the Partnership, the name of the applicable limited partnership (which shall distinguish such limited partnership from any other limited partnership of the Company) into which the Debentures of such series are to be deposited as partnership assets and the date of its limited partnership agreement;
(15) whether or not the Debentures are to be sold to Persons who are not directly or indirectly owned or controlled by the Company and who are not Affiliates of the Company; and
(16l) any and all other terms with respect to such series (which terms shall not be inconsistent with the terms of this Indenture). All ; and
(m) whether the Debentures are issuable as a Global Debenture and, in such case, the identity of the Depositary for such series.
(n) If the Debentures of any one such series shall are to be substantially identical except deposited as to denomination and except as may otherwise be provided trust assets in or pursuant to any such Board Resolution or in any indenture supplemental hereto. If any a Federal-Mogul Trust the name of the terms of the series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of applicable Federal-Mogul (which shall distinguish such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Certificate setting forth the terms of the series.Federal-Mogul Trust from all other Federal-
Appears in 1 contract
Samples: Indenture (Federal Mogul Corp)
