Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the Bonds; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds waive any existing Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08, said Default shall cease to exist, and any Event of Default arising therefrom shall for all purposes of the Bonds and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 3 contracts
Samples: Indenture (Transocean Ltd.), Indenture (Transocean Inc), Indenture (Transocean Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder), that would involve the Trustee in personal liability, or for which the Trustee is not provided with security, pre-funding and/or indemnity to its satisfaction. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, interest on, or the principal (including any Tax Event including, if applicable, the Repurchase Price, any Tax Redemption Price or Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (JOYY Inc.), Indenture (JOYY Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Trustee will be under no obligation to exercise any of the rights or powers under this Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity and/or security satisfactory to it against any loss, liability or expense that might be incurred by it in compliance with such request or direction.
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Fundamental Change Repurchase Price or Redemption Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes; or
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds Notes; provided that, in the case of the rescission of any acceleration with respect to the Notes, (1) the rescission would not conflict with any judgment or (iii) a default in respect decree of a covenant or provision hereof which under Article 10 cannot be modified or amended without court of competent jurisdiction and (2) all existing Events of Default (other than the consent of each Holder of an outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent ) have been cured or other Default or Event of Default or impair any right consequent thereonwaived. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Open Text Corp), Indenture (Carbonite Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee Trustees or exercising any trust or power conferred on the Trustee Trustees with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee Trustees may take any other action deemed proper by the Trustee Trustees that is not inconsistent with such direction. The Trustee Trustees may refuse to follow any direction that it determines conflicts with law or this Indenture or that they determine is unduly prejudicial to the rights of any other Holder or that would involve the Trustee Trustees in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee Trustees and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09(a), said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Canopy Growth Corp), Indenture (Canopy Growth Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in with respect of a covenant or to any other provision hereof which under Article 10 cannot be modified or amended without that requires the consent of each affected Holder pursuant to Section 10.02 to amend; provided that, in the case of an outstanding Bond affected; providedthe rescission of any acceleration with respect to the Notes, however, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, ) have been cured or waived and all amounts owing to the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereonhave been paid. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Conmed Corp), Indenture (MARRIOTT VACATIONS WORLDWIDE Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Redemption Price and Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in with respect of a covenant or to any other provision hereof which under Article 10 cannot be modified or amended without that requires the consent of each affected Holder pursuant to Section 10.02 to amend; provided that, in the case of an outstanding Bond affected; providedthe rescission of any acceleration with respect to the Notes, however, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, ) have been cured or waived and all amounts owing to the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereonhave been paid. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (CONMED Corp), Indenture (EQT Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such directions are unduly prejudicial to such Holder) or that would involve the Trustee in personal liability, unless the Trustee is offered indemnity or security satisfactory to it in its reasonable discretion against any loss, liability or expense; provided, however, that the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Silicon Laboratories Inc.), Indenture (Silicon Laboratories Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the provisions of any supplemental indenture hereto, the Holders of not less than a majority of the in aggregate principal amount of the Bonds Debt Securities of any series at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Debt Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsDebt Trustee; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (bsubject to the provisions of
Section 6.01) the Debt Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Debt Trustee shall determine that it determines is unduly the action so directed would be unjustly prejudicial to the rights Holders of any other Holder Debt Securities of such series not taking part in such direction or if the Debt Trustee being advised by counsel determines that the action or proceeding so directed may not lawfully be taken or if the Debt Trustee in good faith by its board of directors or trustees, executive committee, or a trust committee of directors or trustees and/or Responsible Officers shall determine that the action or proceedings so directed would involve the Debt Trustee in personal liability. The Prior to any declaration accelerating the maturity of the Debt Securities of any series, the Holders of not less than a majority in aggregate principal amount of the Bonds Debt Securities of such series at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Debt Securities of such series waive any existing Default past default or Event of Default hereunder and its consequences except a default (ia) a continuing Default or Event of Default in the payment of accrued and unpaid interestprincipal of, premium, if any, on, or interest on any of the principal Debt Securities of such series (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that unless such default has not been cured pursuant to the provisions of Section 6.01, (ii) and a failure by the Company or the Guarantor sum sufficient to pay or deliverall matured installments of principal, as premium, if any, and interest due otherwise than by acceleration has been deposited with the case may be, the consideration due upon exchange of the Bonds Debt Trustee) or (iiib) a default in respect of a covenant covenants or provision provisions hereof which under Article 10 cannot be modified or amended without the consent of each the Holder of an outstanding Bond each Debt Security affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver waiver, the default covered thereby shall be deemed to be cured for all purposes of this Indenture and the Company, the Debt Trustee and the Holders of the Bonds Debt Securities of such series shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default or Event of Default default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.085.08, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds such series of Debt Securities and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Suntrust Capital Ii), Indenture (Suntrust Capital Iv)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that would involve the Trustee in personal liability, or if it is not provided with security and/or indemnity and/or pre-funding to its satisfaction, or that the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve Holder. In addition, the Trustee in personal liabilitywill not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Priceincluding, any if applicable, the Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, of the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (NIO Inc.), Indenture (NIO Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such directions are unduly prejudicial to such Holder) or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except any continuing defaults relating to (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (WisdomTree Investments, Inc.), Indenture (WisdomTree Investments, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Vocera Communications, Inc.), Indenture (ADESTO TECHNOLOGIES Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Fundamental Change Repurchase Price or Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Impinj Inc), Indenture (Impinj Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Securities of all series affected (voting as one class) (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in Section 2.01(9)) at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the Bonds; Trustee, provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and provided further, that (bsubject to the provisions of Section 8.01) the Trustee may take any other action deemed proper by the Trustee that which is not inconsistent with such direction. The direction and the Trustee may refuse shall have the right to decline to follow any such direction if the Trustee, being advised by counsel, shall determine that it determines is unduly prejudicial to the rights action or proceeding so directed may not lawfully be taken or if the Trustee in good faith by its board of any other Holder directors or trustees, executive committee, or a trust committee of directors or trustees or Responsible Officers shall determine that the action or proceedings so directed would involve the Trustee in personal liability. The Prior to any declaration accelerating the maturity of the Securities of a particular series (or all of the Securities as the case may be), the Holders of not less than a majority in aggregate principal amount at Stated Maturity of the Bonds Securities of that series at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all the Securities of the Bonds that series waive any existing Default past default or Event of Default hereunder and described in clause (a), (b), (c) or (g) of Section 7.01 (or, in the case of an event specified in clause (d), (e) or (f) of Section 7.01, the Holders of an aggregate principal amount of all the Securities then outstanding (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in Section 2.01(9))) may waive such default or Event of Default as its consequences except (i1) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, or premium, if any, on, or the principal (including any Tax Event Repurchase Priceof, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds Securities or in the payment of any sinking fund installment or analogous obligation with respect to Securities or (iii2) a default in respect of a covenant or provision hereof which under Article 10 Eleven cannot be modified or amended without the consent of each the Holder of an each Security outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationseries affected. Upon any such waiver the Company, the Trustee and the Holders of Securities of that series (or all of the Bonds Securities, as the case may be) shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.087.07, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Securities and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Lyondell Chemical Co), Indenture (Betzdearborn Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is in conflict with any rule of law or this Indenture, is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 X cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestSpecial Interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 2 contracts
Samples: Indenture (Liveperson Inc), Indenture (Liveperson Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction and (c) subject to Section 7.01, the Trustee shall be under no obligation to exercise any of the rights or powers under the Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity and/or security satisfactory to it against any loss, liability or expense that might be incurred by it in compliance with such request or direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would may involve it in personal liability (it being understood that the Trustee in personal liabilitydoes not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default in failure by the payment of Company to pay accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, Fundamental Change Purchase Price or any Change of Control Repurchase Price and any Listing Failure Event Repurchase PriceForced Conversion Consideration) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01due, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds Notes within the time period required hereunder or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Second Supplemental Indenture (Trinity Capital Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestSpecial Interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (ServiceNow, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Securities of all series at the time outstanding determined in accordance with Section 8.05 Outstanding shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsSecurities of such series; provided, however, that (a) such direction shall not be in conflict with any rule subject to the provisions of law or with this Indenture, and (bSection 6.01) the Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Trustee, being advised by counsel, determines that it determines is unduly prejudicial to the rights of any other Holder action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceedings so directed would involve the Trustee in personal liability. The Subject to Section 5.02, the Holders of not less than a majority in aggregate principal amount of the Bonds Securities of that series at the time outstanding determined in accordance with Section 8.05 Outstanding may on behalf of the Holders of all of the Bonds Securities of that series waive any existing Default past default or Event of Default described in clauses (a), (b), (c) or (g) of Section 5.01, or any other Event of Default for such series specified in the terms thereof as contemplated by Section 3.01 (or, in the case of an event in respect of the Company specified in clause (d), (e) or (f) of Section 5.01, the Holders of a majority in aggregate principal amount of all the Securities then Outstanding may waive any such default or Event of Default, or, in the case of an event in respect of a Guarantor specified in clause (d), (e) or (f) of Section 5.01, the Holders of a majority in aggregate principal amount of all the Securities guaranteed hereunder by such Guarantor then Outstanding may waive any such default or Event of Default), and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, or premium, if any, on, or the principal (including of any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationSecurities. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Securities of that series (or of all of the Securities, as the case may be) shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.085.08, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Securities of that series and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Kerr McGee Corp /De)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Debt Securities of any Series at the time outstanding determined in accordance with Section 8.05 Outstanding shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsDebt Securities of such Series; provided, however, that (asubject to the provisions of Section 8.01) the Trustee shall have the right to decline to follow any such direction shall if the Trustee being advised by counsel in writing determines that the action or proceeding so directed may not lawfully be taken or would be in conflict with any rule the terms of law this Indenture or with this Indenture, and (b) if the Trustee may take any other in good faith by a trust committee of directors or trustees and/or Responsible Officers shall determine that the action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that proceeding so directed would involve the Trustee in personal liability. The liability or would be unduly prejudicial to the Holders of Debt Securities of such Series not less than joining in such direction. Prior to any declaration accelerating the maturity of the Debt Securities of any Series, the Holders of a majority in aggregate principal amount of the Bonds Debt Securities of such Series at the time outstanding determined in accordance with Section 8.05 may Outstanding may, on behalf of the Holders of all of the Bonds Debt Securities of such Series, waive any existing Default past default or Event of Default hereunder with respect to such Series and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestthe principal of, premium (if any, on) or interest (if any) on any of the Debt Securities of such Series, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 Eleven cannot be modified or amended without the consent of each the Holder of an outstanding Bond each Outstanding Debt Security of such Series affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver waiver, the Company, the Trustee and the Holders of the Bonds Debt Securities of such Series shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default (as hereinafter defined) or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.087.07, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Debt Securities of such Series and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Nucor Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Debt Securities of such series at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsTrustee; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that which is not inconsistent with such direction. The , (c) the Trustee may refuse decline to follow take any direction action that it determines is would benefit some Holders to the detriment of other Holders or otherwise be unduly prejudicial to the rights of Holders not joining therein and (d) the Trustee may decline to take any other Holder or action that would involve the Trustee in personal liability. Prior to taking any such action hereunder, the Trustee shall be entitled to indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. The Holders of not less than a majority in aggregate principal amount of the Bonds Debt Securities of such series at the time outstanding determined in accordance with Section 8.05 may may, on behalf of the Holders of all of the Bonds such Debt Securities, waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestthe principal of (including the Redemption Price upon redemption pursuant to Article 3 hereof), premium, if any, onor interest on such Debt Securities, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that unless such default has not been cured pursuant to and the provisions of Section 6.01, (ii) a failure by the Company Issuer or the Guarantor to pay or deliver, as has deposited with the case may be, the consideration due upon exchange Trustee all required payments of the Bonds or principal of, premium, if any, and interest on such Debt Securities (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; provided, however, that the Holders of a majority in aggregate principal amount of the such Debt Securities then outstanding Bonds may rescind an acceleration and its consequences, including any related Default payment default that resulted from such acceleration) or (ii) a default in respect of a covenant or provisions hereof which under Article 9 hereof cannot be modified or amended without the consent of the Holders of all such Debt Securities then outstanding or each such Debt Security affected thereby. Upon any such waiver waiver, the CompanyIssuer, the Trustee and the Holders of the Bonds Debt Securities of such series shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.07, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Debt Securities of such series and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction and (c) the Trustee will be under no obligation to exercise any of the rights or powers under this Indenture at the request or direction of any of the Holders unless such Holders have offered to the Trustee indemnity satisfactory to it (as reasonably determined by the Trustee) against any fees, losses, liabilities or expenses (including reasonable and documented attorney’s fees and expenses) that might be incurred by it in compliance with such request or direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Change of Control Repurchase Purchase Price and any Listing Failure Event Repurchase Fundamental Change Purchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes within the time period required by this Indenture or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; providedNote affected and, howeverin connection with such waiver, that Holders of a majority the Trustee shall be entitled to receive from the Company the documents set forth in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationSection 10.05. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; providedprovided that, howeverin the case of the rescission of any acceleration with respect to the Notes, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent ) have been cured or other Default or Event of Default or impair any right consequent thereonwaived. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Whiting Petroleum Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this IndentureIndenture or the Notes, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability (it being expressly understood that the Trustee shall not have an affirmative duty to determine whether any action or direction is prejudicial to any Holder), unless the Trustee is offered security and indemnity satisfactory to the Trustee against any loss, claim, liability, cost or expense to the Trustee that may result from the Trustee’s following such direction. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except any continuing defaults relating to (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Accolade, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Securities of all series at the time outstanding determined in accordance with Section 8.05 Outstanding shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsSecurities of such series; provided, however, that (a) such direction shall not be in conflict with any rule subject to the provisions of law or with this Indenture, and (bSection 6.01) the Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Trustee, being advised by counsel, determines that it determines is unduly prejudicial to the rights of any other Holder action or proceeding so directed may not lawfully be taken or if the Trustee in good faith shall determine that the action or proceedings so directed would involve the Trustee in personal liability. The Subject to Section 5.02, the Holders of not less than a majority in aggregate principal amount of the Bonds Securities of that series at the time outstanding determined in accordance with Section 8.05 Outstanding may on behalf of the Holders of all of the Bonds Securities of that series waive any existing Default past default or Event of Default described in clauses (a), (b), (c) or (g) of Section 5.01, or any other Event of Default for such series specified in the terms thereof as contemplated by Section 3.01 (or, in the case of an event in respect of the Company specified in clause (d), (e) or (f) of Section 5.01, the Holders of a majority in aggregate principal amount of all the Securities then Outstanding may waive any such default or Event of Default, or, in the case of an event in 35 28 respect of a Guarantor specified in clause (d), (e) or (f) of Section 5.01, the Holders of a majority in aggregate principal amount of all the Securities guaranteed hereunder by such Guarantor then Outstanding may waive any such default or Event of Default), and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, or premium, if any, on, or the principal (including of any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationSecurities. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Securities of that series (or of all of the Securities, as the case may be) shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.085.08, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Securities of that series and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Kerr McGee Corp /De)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability or that is not accompanied by security or indemnity satisfactory to the Trustee in its sole discretion against the costs, expenses and liabilities which may be incurred in complying with such direction. The Trustee shall have no liability in acting at the direction of requisite holders. The Holders of not less than a majority in of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes, by notice to the Trustee, waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event or Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default Default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to Section 7.02(f) of the Base Indenture, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 7.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it the Trustee determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityHolder. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 7.04 may on behalf of the Holders of all of the Bonds Notes waive the Company’s compliance with any existing term of the Indenture, including with respect to any past Default or Event of Default hereunder and its consequences consequences, except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 9 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with the Notes or this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability, or if it is not provided with security and/or indemnity to its satisfaction. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, interest on, or the principal (including any Tax Event Repurchase Priceincluding, any Change of Control if applicable, the Founder Departure Repurchase Price and any Listing Failure Event or Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (MakeMyTrip LTD)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Securities of all series affected (voting as one class) (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in the definition of "Securities") at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the Bonds; Trustee, provided, however, that (a) such direction shall not be in conflict with any rule subject to the provisions of law or with this Indenture, and (bSection 8.01 ) the Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Trustee, being advised by counsel, shall determine that it determines is unduly prejudicial to the rights action or proceeding so directed may not lawfully be taken or if the Trustee in good faith by its board of any other Holder directors or trustees, executive committee, or a trust committee of directors or trustees or Responsible Officers shall determine that the action or proceedings so directed would involve the Trustee in personal liability. The Prior to any declaration accelerating the maturity of the Securities of a particular series (or all of the Securities as the case may be), the Holders of not less than a majority in aggregate principal amount at Stated Maturity of the Bonds Securities of that series at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all the Securities of the Bonds that series waive any existing Default past default or Event of Default hereunder and described in clause 50 42 (a), (b), (c) or (g) of Section 7.01 (or, in the case of an event specified in clause (d), (e) or (f) of Section 7.01, the Holders of an aggregate principal amount of all the Securities then outstanding (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in the definition of "Securities")) may waive such default or Event of Default as its consequences except (i1) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, or premium, if any, on, or the principal (including any Tax Event Repurchase Priceof, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds Securities or in the payment of any sinking fund installment or analogous obligation with respect to Securities or (iii2) a default in respect of a covenant or provision hereof which under Article 10 Eleven cannot be modified or amended without the consent of each the Holder of an each Security outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationseries affected. Upon any such waiver the Company, the Trustee and the Holders of Securities of that series (or all of the Bonds Securities, as the case may be) shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.087.07, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Securities and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the provisions of any supplemental indenture hereto, the Holders of not less than a majority of the in aggregate principal amount of the Bonds Debt Securities of any series at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Debt Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsDebt Trustee; provided, however, that (a) such direction shall not be in conflict with any rule subject to the provisions of law or with this Indenture, and (bSection 6.01) the Debt Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Debt Trustee shall determine that it determines is unduly the action so directed would be unjustly prejudicial to the rights Holders of any other Holder Debt Securities of such series not taking part in such direction or if the Debt Trustee being advised by counsel determines that the action or proceeding so directed may not lawfully be taken or if the Debt Trustee in good faith by its board of directors or trustees, executive committee, or a trust committee of directors or trustees and/or Responsible Officers shall determine that the action or proceedings so directed would involve the Debt Trustee in personal liability. The Prior to any declaration accelerating the maturity of the Debt Securities of any series, the Holders of not less than a majority in aggregate principal amount of the Bonds Debt Securities of such series at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Debt Securities of such series waive any existing Default past default or Event of Default hereunder and its consequences except a default (ia) a continuing Default or Event of Default in the payment of accrued and unpaid interestprincipal of, premium, if any, on, or interest on any of the principal Debt Securities of such series (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that unless such default has not been cured pursuant to the provisions of Section 6.01, (ii) and a failure by the Company or the Guarantor sum sufficient to pay or deliverall matured installments of principal, as premium, if any, and interest due otherwise than by acceleration has been deposited with the case may be, the consideration due upon exchange of the Bonds Debt Trustee) or (iiib) a default in respect of a covenant covenants or provision provisions hereof which under Article 10 cannot be modified or amended without the consent of each the Holder of an outstanding Bond each Debt Security affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver waiver, the default covered thereby shall be deemed to be cured for all purposes of this Indenture and the Company, the Debt Trustee and the Holders of the Bonds Debt Securities of such series shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default or Event of Default default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.085.08, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds such series of Debt Securities and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Suntrust Banks Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes or the Note Guarantees; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Redemption Price and any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in with respect of a covenant or to any other provision hereof which under Article 10 cannot be modified or amended without that requires the consent of each affected Holder pursuant to Section 10.02 to amend; provided that, in the case of an outstanding Bond affected; providedthe rescission of any acceleration with respect to the Notes, however, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, ) have been cured or waived and all amounts owing to the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereonhave been paid. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Cable One, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with law or this Indenture, that may involve the Trustee in personal liability or violating applicable law, or if it is not provided with security and/or indemnity and/or pre-funding to its satisfaction, or that the Trustee determines is unduly prejudicial to the rights of any other Holder or (it being understood that would involve the Trustee in personal liabilitydoes not have an affirmative duty to ascertain whether or not such actions or forbearances are unduly prejudicial to such Holders). In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestAdditional Interest, if any, on, or the principal (including any Tax Event Repurchase including, if applicable, the Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event or Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (NIO Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount Reduced Principal Amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to this Indenture or the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount Reduced Principal Amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the Reduced Principal Amount (including any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; providedprovided that, howeverin the case of the rescission of any acceleration with respect to the Notes, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration Reduced Principal Amount of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent ) have been cured or other Default or Event of Default or impair any right consequent thereonwaived. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Whiting Petroleum Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes or the Note Guarantees; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee does not have an affirmative duty to determine whether any action is prejudicial to any Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interestinterest that has not been paid or capitalized, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the any Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Guarantors, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability, or if it is not provided with security and/or indemnity to its satisfaction. Prior to taking any action under this Indenture, the Trustee will be entitled to security and/or indemnification satisfactory to it in its sole discretion against all losses and expenses caused by taking or not taking such action. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, interest on, or the principal (including any Tax Event including, if applicable, the Repurchase Price, any Tax Redemption Price or Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Trina Solar LTD)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is in conflict with law, this Indenture, is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Redemption Price or Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 7.04 of the Base Indenture shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 7.04 of the Base Indenture may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event the Redemption Price and the Fundamental Change Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01Section 6.02, (ii) a failure by the Company or the Guarantor Issuer to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Outstanding Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the CompanyIssuer, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: First Supplemental Indenture (Intercept Pharmaceuticals Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder) or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Microchip Technology Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences (except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase or Redemption Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 X cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected); provided, however, that Holders and (y) rescind any acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration and its consequences, principal (including any related Default Fundamental Change Repurchase Price or Redemption Price) of and interest on the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; , but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Encore Capital Group Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s rights to receive indemnity or security satisfactory to it in its reasonable judgment, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with law or this Indenture or that it determines is unduly prejudicial to the rights of any other Holder Holder, or that would involve the Trustee in personal liabilityliability provided, however, that the Trustee may take any action it deems proper that is not inconsistent with any such direction received from Holders of Notes. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a any continuing Default or Event of Default in defaults relating to the payment nonpayment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Harmonic Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event the Fundamental Change Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01Section 6.02, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Outstanding Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such direction is unduly prejudicial to any Holder) or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event the Fundamental Change Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Acorda Therapeutics Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Insight Enterprises Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including the Redemption Price and any Fundamental Change Purchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in with respect of a covenant or to any other provision hereof which under Article 10 cannot be modified or amended without that requires the consent of each affected Holder pursuant to Section 10.02 to amend; provided that, in the case of an outstanding Bond affected; providedthe rescission of any acceleration with respect to the Notes, however, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, ) have been cured or waived and all amounts owing to the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereonhave been paid. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (United States Steel Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct in writing the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders), that would may involve the Trustee in personal liabilityliability or if the Trustee is not provided with indemnity to its reasonable satisfaction. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Veeco Instruments Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than at least a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes or the Guarantee; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than at least a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Guarantor, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes, the Guarantee and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Avid Bioservices, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines in good faith, and subject to its duties under the Trust Indenture Act, is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any the Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase the Redemption Price, if applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Outstanding Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder), or if it is not provided with security and/or indemnity to its satisfaction against loss, liability or expense. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, interest on, or the principal (including any Tax Event Repurchase Priceincluding, any if applicable, the Redemption Price or Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Sea LTD)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Securities of all series affected (voting as one class) (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in the definition of "Securities") at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the Bonds; Trustee, provided, however, that (a) such direction shall not be in conflict with any rule subject to the provisions of law or with this Indenture, and (bSection 8.01) the Trustee may take any other action deemed proper by shall have the Trustee that is not inconsistent with such direction. The Trustee may refuse right to decline to follow any such direction if the Trustee, being advised by counsel, shall determine that it determines is unduly prejudicial to the rights action or proceeding so directed may not lawfully be taken or if the Trustee in good faith by its board of any other Holder directors or trustees, executive committee, or a trust committee of directors or trustees or Responsible Officers shall determine that the action or proceedings so directed would involve the Trustee in personal liability. The Prior to any declaration accelerating the maturity of the Securities of a particular series (or all of the Securities as the case may be), the Holders of not less than a majority in aggregate principal amount at Stated Maturity of the Bonds Securities of that series at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all the Securities of the Bonds that series waive any existing Default past default or Event of Default hereunder and described in clause 50 42 (a), (b), (c) or (g) of Section 7.01 (or, in the case of an event specified in clause (d), (e) or (f) of Section 7.01, the Holders of an aggregate principal amount of all the Securities then outstanding (in the case of Original Issue Discount Securities, such principal amount to be determined as provided in the definition of "Securities")) may waive such default or Event of Default as its consequences except (i1) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, or premium, if any, on, or the principal (including any Tax Event Repurchase Priceof, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds Securities or in the payment of any sinking fund installment or analogous obligation with respect to Securities or (iii2) a default in respect of a covenant or provision hereof which under Article 10 Eleven cannot be modified or amended without the consent of each the Holder of an each Security outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such accelerationseries affected. Upon any such waiver the Company, the Trustee and the Holders of Securities of that series (or all of the Bonds Securities, as the case may be) shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.087.07, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Securities and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding Outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event the Redemption Price, if applicable, and the Fundamental Change Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Outstanding Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: First Supplemental Indenture (Acorda Therapeutics Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such directions are unduly prejudicial to any Holder) or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except any continuing defaults relating to (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; continuing but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Jetblue Airways Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to this Indenture or the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; providedprovided that, howeverin the case of the rescission of any acceleration with respect to the Notes, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent ) have been cured or other Default or Event of Default or impair any right consequent thereonwaived. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Whiting Petroleum Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount at maturity of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not such directions are unduly prejudicial to such Holder) or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount at maturity of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except any continuing defaults relating to (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal Accreted Principal Amount (including any Tax Event the Redemption Price, the Special Mandatory Redemption Price and the Fundamental Change Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any such acceleration of the Notes and its consequences if (i) rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than the non-payment of the then outstanding Bonds may rescind an acceleration Accreted Principal Amount of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such declaration of acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Vertex Energy Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to the Trustee’s right to receive security or indemnity from the relevant Holders as described herein, the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Fundamental Change Repurchase Price or Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Cloudflare, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such directiondirection and (c) the Trustee may demand security or indemnity reasonably satisfactory to it in accordance with Section 7.01. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Subject to the limitations set forth in Section 6.02, the Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any such acceleration with respect to the Notes and its consequences except (i) a continuing Default or Event of Default resulting from (i) the nonpayment of the principal of, or accrued and unpaid interest on, any Notes, (ii) a failure to repurchase any Notes when required, (iii) a failure to pay or deliver, as the case may be, the consideration due upon conversion of the Notes or (iv) a breach of a covenant that cannot be modified or amended without the consent of each Holder pursuant to Section 10.02 if (A) rescission would not conflict with any judgment or decree of a court of competent jurisdiction (B) all existing Events of Default, other than a default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not Notes, have been cured pursuant or waived and (C) provided that there had been paid to or deposited with the Trustee a sum sufficient to pay all amounts due to the provisions of Section 6.01Trustee and to reimburse the Trustee for any and all fees, (ii) a failure expenses and disbursements advanced by the Company or the Guarantor to pay or deliverTrustee, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration its agents and its consequences, including any related Default that resulted from counsel incurred in connection with such accelerationDefault. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (TCP Capital Corp.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Five9, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase the Redemption Price, if applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (aA) such direction shall not be in conflict with any rule of law or with this Indenture, and (bA) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 Section 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section Section 6.01, (iii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iiii) a default in respect of a covenant or provision hereof which under Article Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.08Section 6.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (8x8 Inc /De/)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee does not have an affirmative duty to determine whether any direction is prejudicial to any Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Fundamental Change Repurchase Price or Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Okta, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with law or this Indenture or that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Aurora Cannabis Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Workday, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability, or if it is not provided with security and/or indemnity to its reasonable satisfaction. In addition, the Trustee will not be required to expend its own funds under any circumstances. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, interest on, or the principal (including any Tax Event Repurchase including, if applicable, the Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event or Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.016.02, (ii) a failure by the Company or the Guarantor to pay or deliver, or cause to be delivered, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Momo Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Subject to Section 7.02(j), the Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability; provided, however, that the Trustee shall have no affirmative duty to determine whether any direction is prejudicial to any other Holder. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Avalara, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Debt Securities of any series at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method method, and place of conducting any proceeding for any remedy available to the Trustee Trustee, or exercising any trust or power conferred on the Trustee with respect to the BondsDebt Securities of such series; provided, however, that (asubject to the provisions of Section 8.01) the Trustee shall have the right to decline to follow any such direction shall if the Trustee being advised by counsel in writing determines that the action or proceeding so directed may not lawfully be taken or would be in conflict with any rule the terms of law this Indenture or with this Indenture, and (b) if the Trustee may take any other in good faith by a trust committee of directors or trustees and/or Responsible Officers shall determine that the action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that proceedings so directed would involve the Trustee in personal liability. The liability or would be unduly prejudicial to the Holders of Debt Securities of such series not less than joining in such direction. Prior to any declaration accelerating the maturity of the Debt Securities of any series, the Holders of a majority in aggregate principal amount of the Bonds Debt Securities of such series at the time outstanding determined in accordance with Section 8.05 may may, on behalf of the Holders of all of the Bonds Debt Securities of such series, waive any existing Default past default or Event of Default hereunder with respect to such series and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid the principal of, premium, if any, or interest, if any, onon any of the Debt Securities of such series, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange of the Bonds or (iii) a default in respect of a covenant or provision hereof which under Article 10 Eleven cannot be modified or amended without the consent of each the Holder of an each outstanding Bond Debt Security of such series affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver waiver, the Company, the Trustee and the Holders holders of the Bonds Debt Securities of such series shall be restored to their former positions and rights hereunder, respectively; but no such waiver shall extend to any subsequent or other Default default (as defined in Section 7.08) or Event of Default or impair any right consequent thereon. Whenever any Default default or Event of Default hereunder shall have been waived as permitted by this Section 6.087.07, said Default shall cease to exist, and any default or Event of Default arising therefrom shall for all purposes of the Bonds Debt Securities of such series and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Nucor Corp)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is in conflict with any rule of law or with this Indenture, is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Mercadolibre Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. (a) The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (ai) such direction shall not be in conflict with any rule of law or with this Indenture, and (bii) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that conflicts with any rule of law or with this Indenture, it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liability. .
(b) The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and rescind any acceleration with respect to the Notes and its consequences except hereunder except:
(i) a continuing Default or Event of Default default in the payment of the principal (including any Fundamental Change Repurchase Price, if applicable) of, or accrued and unpaid interest, if any, on, or on the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds when due that has not been cured pursuant to the provisions of Section 6.01, Notes;
(ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, deliver the consideration due upon exchange conversion of the Bonds or Notes; or
(iii) a default in with respect of a covenant or to any other provision hereof which under Article 10 cannot be modified or amended without that requires the consent of each affected Holder pursuant to Section 10.02 to amend; provided that, in the case of an outstanding Bond affected; providedthe rescission of any acceleration with respect to the Notes, however, that Holders (1) the rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (2) all existing Events of Default (other than the nonpayment of the then outstanding Bonds may rescind an acceleration principal of and its consequences, including any related Default interest on the Notes that resulted from have become due solely by such declaration of acceleration. Upon any such waiver the Company, ) have been cured or waived and all amounts owing to the Trustee and the Holders of the Bonds shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereonhave been paid. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Cinemark Holdings, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder (it being understood that the Trustee does not have an affirmative duty to ascertain whether or not any such directions are unduly prejudicial to such Holders) or that would involve the Trustee in personal liabilityliability or that conflicts with applicable law or this Indenture. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes (x) waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Fundamental Change Repurchase Price or Redemption Price, any Change of Control Repurchase Price and any Listing Failure Event Repurchase Priceif applicable) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders and (y) rescind any resulting acceleration of the Notes and its consequences if (i) such rescission would not conflict with any judgment or decree of a majority in aggregate principal amount court of competent jurisdiction and (ii) all existing Events of Default (other than nonpayment of the then outstanding Bonds may rescind an acceleration principal of, and its consequencesinterest on, including any related Default the Notes that resulted from have become due solely by such acceleration) have been cured or waived. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Samples: Indenture (Microchip Technology Inc)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this the Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 of the Base Indenture may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Price, any Change of Control Repurchase Redemption Price and any Listing Failure Event Fundamental Change Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.015.02, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 8 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.085.10, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this the Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
Appears in 1 contract
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the aggregate principal amount at maturity of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) such direction shall not be in conflict with any rule of law or with this Indenture, and (b) the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liability. The Holders of not less than a majority in aggregate principal amount at maturity of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal Accreted Principal Amount (including any Tax Event Fundamental Change Repurchase Price, any Change of Control Repurchase the Purchase Price and any Listing Failure Event Repurchase the Redemption Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
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Samples: Indenture (PROS Holdings, Inc.)
Direction of Proceedings and Waiver of Defaults by Majority of Holders. The Holders of not less than a majority of the in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 shall have the right to direct the time, method and place of conducting any proceeding for any remedy available to the Trustee or exercising any trust or power conferred on the Trustee with respect to the BondsNotes; provided, however, that (a) Section 6.10 such direction shall not be in conflict with any rule of law or with this Indenture, and (b) Section 6.11 the Trustee may take any other action deemed proper by the Trustee that is not inconsistent with such direction. The Trustee may refuse to follow any direction that it determines is unduly prejudicial to the rights of any other Holder or that would involve the Trustee in personal liabilityliability (it being understood that the Trustee shall not have an affirmative duty to ascertain whether or not any such direction is unduly prejudicial to any other Holder). The Holders of not less than a majority in aggregate principal amount of the Bonds Notes at the time outstanding determined in accordance with Section 8.05 8.04 may on behalf of the Holders of all of the Bonds Notes waive any existing past Default or Event of Default hereunder and its consequences except (i) a continuing Default or Event of Default default in the payment of accrued and unpaid interest, if any, on, or the principal (including any Tax Event Repurchase Redemption Price, any Fundamental Change of Control Repurchase Price and any Listing Failure Event Repurchase Price) of, the Bonds Notes when due that has not been cured pursuant to the provisions of Section 6.01, (ii) a failure by the Company or the Guarantor to pay or deliver, as the case may be, the consideration due upon exchange conversion of the Bonds Notes or (iii) a default in respect of a covenant or provision hereof which under Article 10 cannot be modified or amended without the consent of each Holder of an outstanding Bond Note affected; provided, however, that Holders of a majority in aggregate principal amount of the then outstanding Bonds may rescind an acceleration and its consequences, including any related Default that resulted from such acceleration. Upon any such waiver the Company, the Trustee and the Holders of the Bonds Notes shall be restored to their former positions and rights hereunder; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon. Whenever any Default or Event of Default hereunder shall have been waived as permitted by this Section 6.086.09, said Default shall cease to exist, and any or Event of Default arising therefrom shall for all purposes of the Bonds Notes and this Indenture be deemed to have been cured and to be not continuing; but no such waiver shall extend to any subsequent or other Default or Event of Default or impair any right consequent thereon.
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