Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation or (2) all outstanding Notes have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding Notes, including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture), and if in either case the Company pays all other sums payable hereunder by the Company, then the Indenture shall, subject to Section 8.01(c) of the Indenture, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company. (b) Subject to Sections 8.01(c) and 8.02 of the Indenture, the Company at any time may terminate (1) all its obligations under the Notes and the Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates. (c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 4 contracts
Samples: Third Supplemental Indenture (Denbury Resources Inc), First Supplemental Indenture (Denbury Resources Inc), Third Supplemental Indenture (Encore Acquisition Co)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds in an amount sufficient or Government Securities, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a firm of independent public accountants delivered to the Trustee (which delivery shall only be required if Government Securities have been so deposited), to pay the principal of and interest and additional interest, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and additional interest, if any, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Section 5.01 and Sections 6.01(46.01(c), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(h) (with respect to Significant Subsidiaries of the Company only), 6.01(i) and the limitations contained in Sections 5.01(a)(36.01(j) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option or its covenant defeasance option, the obligations of each Guarantor under its Senior Subordinated Guarantee shall be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(c), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only), 6.01(i) or 6.01(j) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.01. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survivesurvive such satisfaction and discharge.
Appears in 4 contracts
Samples: Indenture (TRW Automotive Inc), Indenture (TRW Automotive Inc), Indenture (TRW Automotive Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsRestricted Group Members) and the limitations contained in Sections 5.01(a)(3) of the Indenture and (“4) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsRestricted Group Members) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty(4). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 4 contracts
Samples: Indenture (Winstar Communications Inc), Indenture (Winstar Communications Inc), Indenture (Winstar Communications Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds in an amount sufficient or Government Securities, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a firm of independent public accountants delivered to the Trustee (which delivery shall only be required if Government Securities have been so deposited), to pay the principal of and interest and additional interest, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and additional interest, if any, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Section 5.01 and Sections 6.01(46.01(c), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(h) (with respect to Significant Subsidiaries of the Company only), 6.01(i) and the limitations contained in Sections 5.01(a)(36.01(j) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option or its covenant defeasance option, the obligations of each Guarantor under its Senior Guarantee shall be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(c), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only), 6.01(i), 6.01(j) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.01. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survivesurvive such satisfaction and discharge.
Appears in 4 contracts
Samples: Indenture (TRW Automotive Inc), Indenture (TRW Automotive Inc), Indenture (TRW Automotive Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.7), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and all obligations of the Subsidiary Guarantors under the Subsidiary Guarantee and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.2 through 4.15, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 5.1(iii) and 4.14 of the Indenture 5.1(iv) and the operation of Sections 6.01(46.1(iv), 6.01(66.1(v), 6.01(76.1(vi), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.6.1
Appears in 4 contracts
Samples: Indenture (MBW Foods Inc), Indenture (Aurora Foods Inc /De/), Indenture (Windy Hill Pet Food Co Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company Issuers irrevocably deposits deposit with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section 8.01(c) of the IndentureSections 8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ , Certificate and an Opinion opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company Issuers at any time may terminate (1i) all its their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Sections 4.034.2, 4.084.3, 4.094.4, 4.5, 4.6, 4.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.16 and the operation of Sections 6.01(46.1(4), 6.01(66.1(6), 6.01(76.1(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(46.1(8), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.6.1
Appears in 3 contracts
Samples: Indenture (Globalstar Capital Corp), Indenture (Globalstar Capital Corp), Indenture (Globalstar Capital Corp)
Discharge of Liability on Securities; Defeasance. (a) When When
(1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Blum Capital Partners Lp), Indenture (Cbre Holding Inc), Indenture (Fs Equity Partners Iii Lp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.7), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and all obligations of the Subsidiary Guarantors under the Subsidiary Guarantee and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.2, 4.084.3, 4.094.4, 4.5, 4.6, 4.7, 4.8, 4.9, 4.10, 4.11, 4.12, 4.13 5.1(iii) and 4.14 of the Indenture 5.1(iv) and the operation of Sections 6.01(46.1(4), 6.01(66.1(5), 6.01(76.1(6), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.6.1
Appears in 3 contracts
Samples: Indenture (Wire Harness Industries Inc), Indenture (Wire Harness Industries Inc), Indenture (International Wire Group Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company Issuer delivers to the Trustee all outstanding Notes Outstanding Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Outstanding Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture payable and the Company Issuer irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesOutstanding Securities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture), 2.07) and if in either case the Company Issuer pays all other sums payable hereunder by the CompanyObligations, then the this Indenture shall, subject to Section 8.01(cSections 6.01(c) of the Indentureand 6.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuer (accompanied by an Officers’ ' Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent to such satisfaction and discharge have been met pursuant to this Indenture and applicable law) and at the cost and expense of the CompanyIssuer.
(b) Subject to Sections 8.01(c) 6.01(c), 6.02, 6.06 and 8.02 of the Indenture7.07, the Company Issuer at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations with respect to the Securities under Sections 4.01, 4.02, 4.03, 4.05, 4.06, 4.07, 4.08, 4.09, 4.104.14 (with respect to clauses (a), 4.11(c), 4.12(d)(ii) through (d)(iv), 4.13 and 4.14 of the Indenture (e) through (h)), 4.15, 4.20, 4.21, 4.22 and 4.23 and Article Nine and the operation of Sections 6.01(45.01(3), 6.01(65.01(4), 6.01(75.01(5) (with respect to those provisions of Article Four cited in this clause (ii)), 6.01(85.01(6), 5.01(7) (with respect to any Subsidiary), 5.01(8) (with respect to any Subsidiary), 5.01(10), 5.01(11) and 6.01(95.01(12) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company Issuer exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Issuer exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(45.01(3), 6.01(65.01(4), 6.01(75.01(5) (with respect to those provisions of Article Four cited in clause (ii) above), 6.01(85.01(6), 5.01(7) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsany Subsidiary), 5.01(8) (with respect to any Subsidiary), 5.01(10), 5.01(11) or 5.01(12) or because of the failure of the Company Issuer to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyArticle Nine. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuer terminates and prior to the Permitted Merger Date shall, at the expense of the Issuer, execute such documents prepared by the Issuer causing the Liens created by the Security Documents and this Indenture to be released.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuer's obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.104.10, 4.11, 4.12, 4.13, 4.14 (with respect to clauses (b) and (d)(i)), 4.17, 4.18, 6.04, 6.05, 6.06, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuer's obligations in Sections 7.076.04, 8.04 6.05 and 8.05 of the Indenture 7.07 shall survive.
Appears in 3 contracts
Samples: Restated Supplemental Indenture (Mid America Capital Partners L P), Indenture (Mid America Capital Partners L P), Restated Supplemental Indenture (Mid America Capital Partners L P)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Cb Richard Ellis Services Inc), Indenture (Koll Donald M), Indenture (Cb Richard Ellis Services Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds money sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date thereon, if any, (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture), 2.07) and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indentureand 8.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel as to the satisfaction of all conditions to such satisfaction and discharge of this Indenture and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) ), 8.02 and 8.02 of the Indenture8.06, the Company may at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”) defeasance"), or (2ii) its obligations under Sections 4.03, 4.084.04, 4.094.06, 4.104.08 through 4.17, 4.11inclusive, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections Section 6.01(3), 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries Subsidiaries) and Subsidiary Guarantors6.01(8) and the limitations contained in Sections 5.01(a)(3Section 5.01(3) of the Indenture and (“4) ("covenant defeasance option”defeasance"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Building Materials Corp of America), Indenture (Building Materials Corp of America), Indenture (Building Materials Corp of America)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture and 5.01(b)(3) (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and or 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indentureor 5.01(b)(3). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Murphy USA Inc.), Indenture (Murphy USA Inc.), Indenture (Murphy USA Inc.)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06) for cancellation cancellation, or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”) "), or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3clause (e) of the Indenture Sections 5.01 and 5.02 (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Alamosa Holdings Inc), Indenture (Alamosa Delaware Inc), Indenture (Alamosa Delaware Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.034.2, 4.084.3, 4.094.4, 4.104.5, 4.114.6, 4.124.7, 4.13 4.8, 4.9, 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(46.1(4), 6.01(66.1(6), 6.01(76.1(7), 6.01(86.1(8) and 6.01(96.1(9) of the Indenture (but, in the case of Sections 6.01(76.1(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3Section 5.1(a)(3) of the Indenture (“covenant defeasance option”"COVENANT DEFEASANCE OPTION"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.1(4), 6.01(66.1(6), 6.01(76.1(7), 6.01(86.1(8) and 6.01(96.1(9) of the Indenture (but, in the case of Sections 6.01(76.1(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.1(a)(3). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.052.3, 2.062.4, 2.072.5, 2.082.6, 2.092.7, 2.102.8, 7.07 7.7 and 7.08 of the Indenture 7.8 and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.077.7, 8.04 8.4 and 8.05 of the Indenture 8.5 shall survive.
Appears in 3 contracts
Samples: Indenture (Koll Donald M), Indenture (Cb Richard Ellis Services Inc), Indenture (Cb Richard Ellis Services Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.084.04, 4.094.05, 4.104.06, 4.07, 4.11, 4.12, 4.13 4.13, and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained limitation set forth in Sections 5.01(a)(3Section 5.01(iii) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. The Company may exercise its legal defeasance option or covenant defeasance option with respect to any Security to any redemption date or to maturity. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to a Restricted Subsidiary), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, but only with respect only to Significant Subsidiaries and Subsidiary Guarantorsa Restricted Subsidiary) or 6.01(9) or because of the failure of the Company to comply with Section 5.01(a)(3clause (iii) of the IndentureSection 5.01. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall Note Guarantor will be released from all of its obligations with respect to its Subsidiary GuarantyNote Guarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 7.07, 7.08, 8.04, 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 3 contracts
Samples: Indenture (Riverwood Holding Inc), Indenture (Ric Holding Inc), Indenture (Riverwood Holding Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or cancellation, (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof or (3) all outstanding Securities not theretofore delivered for cancellation will become due and payable within one year at Stated Maturity or as the result of the Indenture and giving of a notice of redemption and, in the case of clause (2) or (3), the Company irrevocably deposits with the Trustee funds cash in U.S. dollars or non-callable U.S. Government Obligation or a combination thereof, in amounts sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then this Indenture and the other Note Documents (insofar as related to this Indenture and the Securities) shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee and Collateral Agent shall acknowledge satisfaction and discharge of this Indenture and other Note Documents (insofar as related to this Indenture and the Indenture Securities) on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(5) (but only with respect to the Company’s reporting obligations under Section 4.02), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(5) (but only with respect to the Company’s reporting obligations under Section 4.02), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee, except to the extent necessary to guarantee any of the Company’s continuing obligations pursuant to Section 8.01(c) hereof. Upon satisfaction of the conditions set forth herein herein, and satisfaction of the other covenants or obligations under the other Note Documents (insofar as related to the Securities and this Indenture), and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesterminates and the Collateral shall be released.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Petroquest Energy Inc), Indenture (PetroQuest Energy, L.L.C.)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 5.02 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3Section 5.01(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If In the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If event the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall Guarantor will be released from all of its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesGuarantee.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Dollar Securities Indenture (Gutbusters Pty LTD), Indenture (Gutbusters Pty LTD)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest EXHIBIT 4.1 thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of 2.07), together with irrevocable instructions from the Indenture)Company directing the Trustee to apply such funds to the payment thereof at maturity or redemption, as the case may be, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(a)(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(35.01(a)(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty(iv). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.. 71 EXHIBIT 4.1
Appears in 2 contracts
Samples: Indenture (Aqua Chem Inc), Indenture (Aqua Chem Inc)
Discharge of Liability on Securities; Defeasance. (a) When With respect to any Securities of or within a series, when (1i) the Company delivers to the Trustee all outstanding Notes (other than Notes replaced pursuant Outstanding Securities of such series that have not already been delivered to Section 2.09 of the Indenture) Trustee for cancellation or (2ii)(A) all outstanding Notes Outstanding Securities have become due and payable, whether at maturity maturity, as a result of repayment at the option of the Holders or on a redemption date as a result of the mailing or electronic delivery of a notice of redemption pursuant to Article III Four hereof or (B) the Securities of such series shall become due and payable at their Stated Maturity within one year, or the Securities of such series are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice of redemption by the Trustee in the name, and at the expense, of the Indenture and Company, and, in each case of this clause (ii), the Company irrevocably deposits or causes to be deposited with the Trustee in trust funds in U.S. dollars in an amount sufficient to pay at maturity or upon redemption all outstanding NotesOutstanding Securities of such series, including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in the case of either case clause (i) or (ii) the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture6.01(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate from the Company and an Opinion of Counsel from the Company that all conditions precedent provided herein relating to satisfaction and at the cost and expense discharge of the Companythis Indenture have been complied with.
(b) Subject to Sections 8.01(c6.01(c) and 8.02 of the Indenture6.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities of any series and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(47.01(d), 6.01(67.01(e), 6.01(7), 6.01(87.01(f) and 6.01(97.01(i) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”)) and, if specified pursuant to Section 3.01, its obligations under any other covenant. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance optionoption with respect to the Securities of any series, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(47.01(d), 6.01(67.01(e), 6.01(7), 6.01(87.01(f) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty7.01(i). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.053.06, 2.066.04, 2.076.05, 2.086.06, 2.098.07, 2.108.10, 7.07 12.01, 12.02 and 7.08 of the Indenture and in this Article VIII 12.04 shall survive until the Notes Securities of such series have been paid in full. Thereafter, the Company’s and the Trustee’s obligations in Sections 7.076.04, 8.04 6.05 and 8.05 of the Indenture 8.07 shall survivesurvive such satisfaction and discharge.
Appears in 2 contracts
Samples: Indenture (Expedia, Inc.), Indenture (Hotels.com GP, LLC)
Discharge of Liability on Securities; Defeasance. (a) When This Indenture and the other Note Documents (1insofar as related to this Indenture and the Securities) shall, subject to Section 8.01(c), cease to be of further effect and all Collateral shall be released from the Liens securing the Notes Obligations as to all outstanding Securities when both (x) either (i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities not theretofore delivered to the Trustee for cancellation (1) have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof or (2) will become due and payable within one year at the Stated Maturity or within 60 days as the result of the Indenture giving of any irrevocable and unconditional notice of redemption pursuant to Article 3 hereof, and, in the case of clause (ii), the Company irrevocably deposits with the Trustee funds cash in U.S. dollars or non-callable U.S. Government Obligations or a combination thereof, in amounts sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest and premium, if any, thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case (y) the Company pays all other sums payable hereunder by the Company, then the Indenture shall, subject to Section 8.01(c) of the Indenture, cease to be of further effect. The Trustee and Collateral Agent shall acknowledge satisfaction and discharge of this Indenture (subject to Section 8.01(c)) and the other Note Documents (insofar as related to this Indenture and the Securities) on demand of the Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.084.04, 4.05, 4.06, 4.07, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10), 6.01(11), 6.01(12), and 6.01(13) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture6.01(7), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10), 6.01(11), 6.01(12), and 6.01(13) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture6.01(7), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, (i) each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyNote Guarantee and (ii) the REIT shall be released from all its obligations with respect to its Limited Guarantee, in each case except to the extent necessary to guarantee any of the Company’s continuing obligations pursuant to Section 8.01(c); and (iii) all Collateral shall be released from the Liens securing the Notes Obligations. Upon satisfaction of the conditions set forth herein herein, and satisfaction of the other covenants or obligations under the other Note Documents (insofar as related to the Securities and this Indenture), and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesterminates and the Collateral shall be released as to the Notes Obligations.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (CBL & Associates Limited Partnership), Indenture (CBL & Associates Limited Partnership)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.6) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture XIII and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.6), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture9.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c9.1(c) and 8.02 of the Indenture9.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and all obligations of the Subsidiary Guarantors under the Subsidiary Guarantee and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.033.5, 4.083.7 through 3.18, 4.09, 4.10, 4.11, 4.12, 4.13 8.1(iii) and 4.14 of the Indenture 8.1(iv) and the operation of Sections 6.01(44.1(d), 6.01(64.1(e), 6.01(74.1(f), 6.01(84.1(g) (but only with respect to a Material Subsidiary), 4.1(h) (but only with respect to a Material Subsidiary) and 6.01(94.1(i) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"); provided, however, no deposit under this Article IX shall be effective to terminate the obligations of the Company under the Securities or this Indenture prior to 123 days following any such deposit. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(44.1(d), 6.01(6(e), 6.01(7(f), 6.01(8(g) (but only with respect to a Material Subsidiary), 4.1(h) (but only with respect to a Material Subsidiary) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors4.1(i) or because of the failure of the Company to comply with Section 5.01(a)(38.1(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guarantyand Section 8.1 (iv). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (athe provisions of Sections 9.1(a) and (b) above), the Company’s 's obligations in Article II, Sections 2.055.6, 2.065.9, 2.079.4, 2.08, 2.09, 2.10, 7.07 9.5 and 7.08 of the Indenture and in this Article VIII 9.6 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.075.6, 8.04 9.4 and 8.05 of the Indenture 9.5 shall survive.
Appears in 2 contracts
Samples: Senior Subordinated Loan Agreement (Danbury Pharmacal Puerto Rico Inc), Senior Subordinated Loan Agreement (Schein Pharmaceutical Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities, the Subsidiary Guaranties and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.11 and 4.13 and 4.14 of the Indenture and the operation of Sections 5.01, 6.01(3), 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”), and the Securities will thereafter be deemed not “outstanding” for the purposes of any direction, waiver, consent or declaration or act of Holders (and the consequences of any thereof) in connection with such covenants, but will continue to be deemed “outstanding” for all other purposes hereunder (it being understood that such Securities will not be deemed outstanding for accounting purposes). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities and the Guarantees may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenturesuch sections, with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all of its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Purchase Agreement (Amh Holdings, LLC), Indenture (Associated Materials, LLC)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the IndentureSECTION 2.9) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a upon redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to SECTION 2.9), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)Redemption Date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the IndentureSECTION 8.1(C), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(cSECTIONS 8.1(C) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"LEGAL DEFEASANCE OPTION"), and after giving effect to such legal defeasance option”) defeasance, any omission to comply with such obligations shall no longer constitute a Default or Event of Default or (2ii) its obligations under Sections 4.03SECTIONS 3.2, 4.083.3, 4.093.4, 4.103.5, 4.113.6, 4.123.7, 4.13 3.8, 3.9, 3.10, 3.11, 3.12, 3.13, 3.14, 3.15 and 4.14 4.1(III) and the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall no longer constitute a Default or an Event of Default under SECTION 6.1(3) and 6.1(4) ("COVENANT DEFEASANCE OPTION"), but except as specified above, the remainder of this Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”)Securities shall be unaffected thereby. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment the Company may, by written notice to the Trustee prior to the delivery of the Notes may not be accelerated because Opinion of an Event of Default specified Counsel referred to in Sections 6.01(4SECTION 8.2(8), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, elect to have any Subsidiary Guarantees in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminateseffect at such time terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Ne Restaurant Co Inc), Indenture (Bertuccis of White Marsh Inc)
Discharge of Liability on Securities; Defeasance. (a) When Unless otherwise provided for in a resolution of the Board of Directors, a supplemental indenture or an Officers’ Certificate, when (1) the Company delivers to the Trustee all outstanding Notes Securities of a Series (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08) for cancellation or (2) all outstanding Notes Securities of a Series have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations sufficient to pay at maturity or upon redemption all outstanding NotesSecurities of such Series, including interest premium, if any, and interest, if any, thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company pays all other sums payable hereunder under this Indenture by the Company, then the this Indenture with respect to such Series shall, subject to Section 8.01(c) of the Indenture), cease to be of further effecteffect with respect to such Series of Securities. The Upon satisfaction of the above conditions, the Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand with respect to such Series of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the CompanySecurities.
(b) Subject Unless otherwise provided for a particular Series of Securities by a resolution of the Board of Directors, a supplemental indenture or an Officers’ Certificate, subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities of a Series and the this Indenture with respect to such Series of Securities (“legal defeasance option”) or (2) with respect to a Series of Securities, its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture Section 4.02 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(86.01(5) and 6.01(96.01(6) of the Indenture (but, in the case of Sections 6.01(76.01(5) and (8) of the Indenture6.01(6), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance optionoption with respect to a Series, payment of the Notes Securities of such Series may not be accelerated because of an Event of Default with respect theretoto such Series. If the Company exercises its covenant defeasance optionoption with respect to any Series of Securities, payment of the Notes Securities of such Series may not be accelerated because of an Event of Default with respect to such Series specified in Sections Section 6.01(4), 6.01(6), 6.01(7), 6.01(8) (with respect only to the Company’s obligations under Section 4.02) and 6.01(9Sections 6.01(5) of the Indenture and 6.01(6) (but, in the case of Sections 6.01(7Section 6.01(5) and 6.01(8) of the Indenture6.01(6), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of Subsidiaries). In the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If event that the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall Guarantor will be released from all of its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the CompanyCompany accompanied by an Officers’ Certificate and an Opinion of Counsel complying with Section 11.04, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive with respect to any Series of Securities until the Notes Securities of such Series have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Goodyear Tire & Rubber Co /Oh/), Indenture (Goodyear Export Inc.)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof or will become due and payable within one year and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), be satisfied and discharged and cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.. 84
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its and the Guarantors' obligations under the Notes Securities and the this Indenture (“legal defeasance option”"LEGAL DEFEASANCE OPTION") or (2) its and the Guarantors' obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and Subsidiaries), the limitations contained in Sections 5.01(a)(3) and 5.01(a)(4), and all rights and obligations of the Indenture all Persons under or pursuant to Articles 10, 11 and 12 (“covenant defeasance option”"COVENANT DEFEASANCE OPTION"). The Company may exercise its legal defeasance option notwithstanding not withstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture(7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section Sections 5.01(a)(3) of the Indentureor 5.01(a)(4). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (United Surgical Partners International Inc), Indenture (Medical Documenting Systems Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.09) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture payable and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.09), and if in either case the Company pays all other sums payable hereunder by the 38 PAGE 37 Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture7.01(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyCounsel.
(b) Subject to Sections 8.01(c7.01(c) and 8.02 of the Indenture7.02, the Company at any time may terminate (1i) all its obligations under this Indenture with respect to the Notes and the Indenture Securities of a series (“legal defeasance option”"Legal Defeasance Option") or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 3.03 and 4.14 of the Indenture 3.04 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8Section 5.01(4) and 6.01(9("Covenant Defeasance Option") of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) a series of the Indenture (“covenant defeasance option”)Securities. The Company may exercise its legal defeasance option Legal Defeasance Option notwithstanding its prior exercise of its covenant defeasance optionCovenant Defeasance Option. If the Company exercises its legal defeasance optionLegal Defeasance Option, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance optionCovenant Defeasance Option, payment of the Notes Securities of such series may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 5.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations with respect to such series in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.106.07, 7.07 6.08, 7.03 and 7.08 of the Indenture and in this Article VIII 7.04 shall survive until the Notes Securities of such series have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 6.07 and 8.05 of the Indenture 7.04 with respect to such series shall survive.
Appears in 2 contracts
Samples: Indenture (Columbia Gas System Inc), Indenture (Columbia Gas System Inc)
Discharge of Liability on Securities; Defeasance. (a) When either (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities not theretofore delivered to the Trustee for cancellation: (1) have become due and payable, whether or (2) will become due and payable at maturity their Stated Maturity within one year, or on a (3) are to be called for redemption date as a result within one year under arrangements satisfactory to the Trustee for the giving of the mailing of a notice of redemption pursuant to Article III by the Trustee in the name, and at the expense, of the Indenture and Company, and, in the case of clause (ii), the Company irrevocably deposits with the Trustee funds money or U.S. Government Obligations sufficient (if payable other than solely in money, in the opinion of a nationally recognized bank, appraisal firm or independent accounting firm), without consideration of any reinvestment of interest, to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in the case of either case clause (i) or (ii) the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect, each Subsidiary Guarantor will be released from all its obligations with respect to its Subsidiary Guarantee and any security granted to secure the Securities and Subsidiary Guarantees will be released. The Upon satisfaction of the conditions set forth in this Section 8.01, the Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.11 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) (but only with respect to Significant Subsidiaries), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7and its obligations under Section 5.01(iii) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsiv) and the limitations contained in Sections 5.01(a)(3under Section 5.02(iii) of the Indenture and (iv) (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, but only with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries), 6.01(9), 6.01(10) or 6.01(11) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indentureor (iv) or with Section 5.02(iii) or (iv). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, Guarantor shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee and any security granted to secure the Securities and Subsidiary Guarantees will be released except to the extent necessary to guarantee any of the Company’s continuing obligations pursuant to Section 8.01(c) hereof. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses Sections 8.01 (a) and (b) above), the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.09, 2.10, 7.07 7.08 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Denbury Resources Inc), Indenture (Denbury Resources Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company AK Steel delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7 hereof) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a are by their terms to become due and payable within one year or are to be called for redemption date as a result within one year under arrangements satisfactory to the Trustee for the giving of the mailing of a notice of redemption pursuant to Article III of the Indenture redemption, and the Company AK Steel irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption redemption, as the case may be, all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7 hereof), and if in either case the Company AK Steel pays all other sums payable hereunder by the CompanyAK Steel, then the this Indenture shall, subject to Section 8.01(csubsection (c) of the Indenturethis Section 8.1 and Section 8.6 hereof, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company AK Steel accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyAK Steel.
(b) Subject to subsection (c) of this Section 8.1 and Sections 8.01(c) 8.2 and 8.02 of the Indenture8.6 hereof, the Company AK Steel at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.3, 4.084.5 through 4.14, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.17 hereof and the operation of subsections (e) (with respect to Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) 4.3 and 6.01(9) of the Indenture (but, in the case of Sections 6.01(74.5 through 4.13 only) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3d) of the Indenture Section 6.1 hereof (“"covenant defeasance option”"). The Company AK Steel may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company AK Steel exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default. If AK Steel exercises its covenant defeasance option, payment of the Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default by AK Steel specified in subsection (e) (insofar as it relates to compliance with Sections 6.01(4), 6.01(6), 6.01(7), 6.01(84.3 and 4.5 through 4.13 only) and 6.01(9or (d) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty6.1 hereof. Upon satisfaction of the conditions set forth herein and upon request of the CompanyAK Steel, the Trustee shall acknowledge in writing the discharge of those obligations that the Company AK Steel terminates.
(c) Notwithstanding clauses subsections (a) and (b) aboveof this Section 8.1, the Company’s AK Steel's obligations in Sections 2.052.3, 2.062.4, 2.072.5, 2.082.6, 2.092.7, 2.107.7, 7.07 7.8, 8.4, 8.5 and 7.08 of the Indenture and in this Article VIII 8.6 hereof shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s AK Steel's obligations only in Sections 7.077.7, 8.04 8.4 and 8.05 of the Indenture 8.5 hereof shall survive.
Appears in 2 contracts
Samples: Indenture (Ak Steel Holding Corp), Indenture (Ak Steel Holding Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.034.02, 4.06, 4.07 and 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(46.01(3), 6.01(6), 6.01(7), 6.01(86.01(4) and 6.01(96.01(5) of the Indenture (but, in the case of Sections 6.01(76.01(4) and (8) of the Indenture6.01(5), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(3), 6.01(6), 6.01(7), 6.01(86.01(4) and 6.01(96.01(5) of the Indenture (but, in the case of Sections 6.01(76.01(4) and 6.01(8) of the Indenture6.01(5), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySubsidiaries). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Dominion Resources Inc /Va/), Indenture (Consolidated Natural Gas Co/Va)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(35.01(3) of the Indenture and (“4) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(35.01(3) of the Indentureor (4). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Especialty Brands LLC), Indenture (Mothers Work Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds cash in U.S. dollars or U.S. Government Obligations sufficient to pay at maturity or upon redemption all amounts due and owing on all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Upon such event, the Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyCompany stating that conditions precedent to the satisfaction and discharge in accordance with this Section 8.01(a) have been satisfied.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(46.01(d), 6.01(66.01(f), 6.01(76.01(g), 6.01(86.01(h), 6.01(i) and 6.01(96.01(k) of the Indenture (but, in the case of Sections 6.01(7Section 6.01(g) and (8) of the Indentureh), with respect only to Guarantors and Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(d), 6.01(66.01(f), 6.01(76.01(g), 6.01(86.01(h), 6.01(i) and 6.01(96.01(k) of the Indenture (but, in the case of Sections 6.01(76.01(g) and 6.01(8) of the Indenture(h), with respect only to Guarantors and Significant Subsidiaries and Subsidiary Guarantors) Subsidiaries, or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Security Guarantee, the Company and each Subsidiary Guarantywill be released from all of their obligations under the Security Documents and the Collateral will be released by the Trustee and the Collateral Agent. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (International Wire Group Inc), Indenture (International Wire Rome Operations, Inc.)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.8) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 of the Indenture this Indenture, and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.8), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(cSections 8.1(c) of the Indentureand 8.6, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) 8.1(c), 8.2 and 8.02 of the Indenture8.6, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.2 (to the extent that the failure to comply with Section 4.2 shall not violate the TIA), 4.084.3, 4.094.4 and 4.5. Article 5 and the related operation of Sections 6.1(3), 4.10, 4.11, 4.12, 4.13 (4) and 4.14 of the Indenture (5) and the operation of with respect to Sections 6.01(46.1(6), 6.01(6(7), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) 8) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors9) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.1(3), 6.01(6(4) or (5) or an Event of Default specified in Sections 6.1(7), 6.01(7(8) or (9), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above), the Company’s 's obligations in Sections 2.052.3, 2.062.4, 2.072.5, 2.082.6, 2.092.8, 2.107.7, 7.07 7.8, 8.4, 8.5 and 7.08 of the Indenture and in this Article VIII 8.6 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.077.7, 8.04 8.4, 8.5 and 8.05 of the Indenture 8.6 shall survive.
Appears in 2 contracts
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient in an amount sufficient, or U.S. Government Obligations the principal of and interest on which will be sufficient, or a combination thereof sufficient, to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent set forth herein relating to the satisfaction and discharge of this Indenture have been satisfied, and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Subsidiary Guarantors and Significant Subsidiaries and Subsidiary Guarantorsonly) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(5), 6.01(6), 6.01(7), ) or 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture(7), with respect only to Subsidiary Guarantors and Significant Subsidiaries and Subsidiary Guarantorsonly) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all of its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.097.07, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Healthsouth Corp), Indenture (Healthsouth Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.9) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.9), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(cSections 8.1(c) of the Indentureand 8.6, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) 8.1(c), 8.2 and 8.02 of the Indenture8.6, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.2 (to the extent that the failure to comply with Section 4.2 shall not violate the TIA), 4.084.3, 4.094.4, 4.104.5, 4.114.6, 4.7, 4.8, 4.9, 4.12, 4.13 4.13, 4.14, 4.21 and 4.14 4.22, Article 5 and the related operation of the Indenture Sections 6.1(3), (4) and (5) and the operation with respect to Restricted Subsidiaries of Sections 6.01(46.1(6), 6.01(6(7), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) 8) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors9) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.1(3), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors4) or because (5) or an Event of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations Default with respect to its a Restricted Subsidiary Guarantyspecified in Sections 6.1(b), (7), (8) or (9). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above), the Company’s 's obligations in Sections 2.052.3, 2.062.4, 2.072.5, 2.082.6, 2.092.9, 2.107.7, 7.07 7.8, 8.4, 8.5 and 7.08 of the Indenture and in this Article VIII 8.6 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.077.7, 8.04 8.4, 8.5 and 8.05 of the Indenture 8.6 shall survive.
Appears in 2 contracts
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.02, 4.03, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.124.12(b), 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of Sections 6.01(7and 6.01(10) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsits obligations under Sections 5.01(iii) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsor 6.01(10) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture5.01(iii). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, Guarantor shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.09, 2.10, 7.07 7.08 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (CONSOL Energy Inc), Indenture (CONSOL Energy Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof , and, in each case of the Indenture and this clause (ii), the Company irrevocably deposits or causes to be deposited with the Trustee funds United States dollars or U.S. Government Obligations sufficient to pay at maturity or upon redemption all outstanding Notesand discharge the entire indebtedness on the Securities not heretofore delivered to the Trustee for cancellation, including for the principal of, premium, if 72 64 any, and interest thereon to maturity or such redemption the date of deposit (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel from the Company that all conditions precedent provided herein for relating to satisfaction and discharge of this Indenture have been complied with and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture Article 4 and the operation of Sections 6.01(46.1(iv), 6.01(6), 6.01(7), 6.01(86.1(vi) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.6.1
Appears in 2 contracts
Samples: Indenture (Chief Auto Parts Inc), Indenture (Chief Auto Parts Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.9) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.9), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.. 74 68
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.033.2, 4.083.3, 4.093.4, 4.103.5, 4.113.6, 4.123.7, 4.13 3.8, 3.9, 3.10, 3.11, 3.12, 3.13, 3.14, 3.15, 3.16, 3.17, and 4.14 4.1(iii) and the Company may omit to comply with and shall have no liability in respect of any term, condition or limitation set forth in any such covenant, whether directly or indirectly, by reason of any reference elsewhere herein to any such covenant or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 6.1(3) and 6.1(4) ("covenant defeasance option"), but except as specified above, the remainder of this Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”)Securities shall be unaffected thereby. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment the Company may, by written notice to the Trustee prior to the delivery of the Notes may not be accelerated because Opinion of an Event of Default specified Counsel referred to in Sections 6.01(4Section 8.2(8), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, elect to have any Subsidiary Guarantees in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminateseffect at such time terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 2 contracts
Samples: Indenture (Nebraska Book Co), Indenture (NBC Acquisition Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture) or paid or Securities for which payment money has heretofore been deposited in trust pursuant to this Article 8) for cancellation or (2ii) all outstanding Notes Securities not theretofore delivered for cancellation have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof or will become due and payable within one year or are to be called for redemption within one year under arrangements satisfactory to the Trustee for the giving of notice in the name and at the expense of the Indenture Company, and the Company or any Guarantor irrevocably deposits or causes to be deposited with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.09), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections Section 5.01(a)(iv), 6.01(4), 6.01(6), 6.01(7) (with respect to Subsidiaries of the Company only), 6.01(8) (with respect to Subsidiaries of the Company only) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option, or if the Company exercises its covenant defeasance option, the obligations under the Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Significant Subsidiaries of the Company only), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only) or 6.01(9) or because of the failure of the Company to comply with Section 5.01(a)(3clause (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, ,2.10, 7.07 and 7.07, 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survivesurvive such satisfaction and discharge.
Appears in 2 contracts
Samples: Indenture (Volume Services America Holdings Inc), Indenture (Volume Services America Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indentureand 8.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) ), 8.02 and 8.02 of the Indenture8.06, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.115.01(iii), 4.12, 4.13 and 4.14 of the Indenture 5.01(iv) or 5.02(iii) and the operation of Sections 6.01(46.01(5), 6.01(6) (only with respect to Significant Subsidiaries), 6.01(7) (only with respect to Significant Subsidiaries), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(5) and 6.01(6) (only with respect to Significant Subsidiaries), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii), Section 5.01(iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.02(iii). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company may exercise 114 its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty(iv). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in a writing prepared by the Company and reasonably satisfactory to the Trustee the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02 (subject to any requirement of the TIA), 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.10 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations or contained in Sections 5.01(a)(35.01(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indentureor (iv). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to under its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.10, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 7.07 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company or Sub Co-Issuer irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of and interest on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company or Sub Co-Issuer pays all other sums payable hereunder by the CompanyCompany or Sub Co-Issuer, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company and Sub Co-Issuer accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyCompany and Sub Co-Issuer.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company or Sub Co-Issuer at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(65.01(a)(iv), 6.01(76.01(c), 6.01(86.01(e) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(f) (with respect to Significant Subsidiaries of the Company only) and the limitations contained in Sections 5.01(a)(36.01(g) of the Indenture (“"covenant defeasance option”"). The Company and Sub Co-Issuer may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. In the event that the Company and Sub Co-Issuer terminate all of their obligations under the Securities and this Indenture by exercising their legal defeasance option, the obligations under the Subsidiary Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its and Sub Co-Issuer exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its and Sub Co-Issuer exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(c), 6.01(6), 6.01(7), 6.01(86.01(e) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(f) (with respect to Significant Subsidiaries only) or 6.01(g) or because of the failure of the Company and Sub Co-Issuer to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the CompanyCompany and Sub Co-Issuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesand Sub Co-Issuer terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's and Sub Co-Issuer's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's and Sub Co-Issuer's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Armkel LLC)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(3) of the Indenture and 5.01(4) (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3Sections 5.01(3) of the Indentureand 5.01(4). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (GSV Inc /Fl/)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02 (subject to any requirements of the TIA), 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(a)(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(35.01(a)(iii) of the Indentureor (iv). If the Company exercises its legal defeasance option or its covenant defeasance option, Parent shall be released from all its obligations with respect to the Parent Guaranty and each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.097.07, 2.107.08, 7.07 8.04, 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (FSC Semiconductor Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds money or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture7.01(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c7.01(c) and 8.02 of the Indenture7.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.084.04, 4.094.05, 4.10, 4.11, 4.12, 4.13 4.06 and 4.14 of the Indenture 4.07 and the operation of Sections 6.01(45.01(3), 6.01(65.01(4), 6.01(7), 6.01(85.01(5) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 5.01(6) (with respect to Significant Subsidiaries of the Company only) and the limitations contained in Sections 5.01(a)(35.01(7) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(45.01(3), 6.01(65.01(4), 6.01(7), 6.01(85.01(5) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3only), 5.01(6) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations (with respect to its Subsidiary GuarantySignificant Subsidiaries of the Company only) or 5.01(7). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.096.07, 2.10, 7.07 and 7.08 of the Indenture 6.08 and in this Article VIII 7 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.076.07, 8.04 7.04 and 8.05 of the Indenture 7.05 shall survive.
Appears in 1 contract
Samples: Indenture (Banctec Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been cancelled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds sufficient in an amount sufficient, or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of and interest on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof such Securities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture), 2.08) and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of 8.02, the Indenture, Parent and the Company at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its their obligations under Sections 4.03, 4.084.04, 4.094.05, 4.06, 4.07, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.14; and the operation of Sections 6.01(46.01(d), 6.01(66.01 (e), 6.01(76.01 (f), 6.01(86.01 (g) and 6.01(9) of the Indenture (but6.01(h), in the case of Sections 6.01(7) and (8) of the Indentureeach case, with respect only to Significant Subsidiaries Subsidiaries, and Subsidiary GuarantorsSection 6.01(i) and the limitations contained in Sections 5.01(a)(3operations of Section 5.01(a)(iii) of the Indenture (“covenant defeasance option”). The Parent and the Company may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. In the event that the Parent and the Company terminate all of their obligations under the Securities and this Indenture by exercising their legal defeasance option, the obligations under the Note Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Parent and the Company exercises its exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Parent and the Company exercises its exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Section 6.01(d); Sections 6.01(46.01(e), 6.01(6), 6.01(7), 6.01(86.01(f) and 6.01(9or 6.01(g) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries); or 6.01(h) or because of the failure of the Company to comply with Section 5.01(a)(3clause (iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Kansas City Southern)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.07) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of and interest on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture), 2.07) and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14, 4.15 and 4.14 of the Indenture 4.16 and the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(65.01(a)(iv), 6.01(76.01(d), 6.01(86.01(f), 6.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(h) (with respect to Significant Subsidiaries of the Company only) and the limitations contained in Sections 5.01(a)(36.01(i) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option or its covenant defeasance option, the Collateral shall be released simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(7), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only) or 6.01(i) or because of the failure of the Company to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.094.17, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Wki Holding Co Inc)
Discharge of Liability on Securities; Defeasance. (a) When When
(1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture and (“4) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indentureor (4). If the Company exercises its legal defeasance option or its covenant defeasance option, 77 each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Morrison Knudsen Corp//)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities of any series (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.11) for cancellation cancelation or (2ii) all outstanding Notes Securities of any series have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture payable and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities of such series, including interest interest, if any, thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.11), and if in either case the Company pays all other sums payable hereunder by the CompanyCompany with respect to Securities of such series, then the this Indenture with respect to Securities of such series shall, subject to Section Sections 8.01(c) of the Indentureand 8.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture with respect to Securities of such series on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company' Certificate.
(b) Subject to Sections 8.01(c) ), 8.02 and 8.02 of the Indenture8.06, the Company at any time may terminate with respect to Securities of any series (1i) all its obligations under the Notes Securities of such series and the under this Indenture with respect to Securities of such series (“"legal defeasance option”") or (2ii) its ----------------------- obligations with respect to Securities of such series under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.03 and 4.14 of the Indenture 4.04 and the related operation of Sections Section 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9(to the extent it relates to Section 4.03 or 4.04) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise -------------------------- its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance optionoption with respect to Securities of any series, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance optionoption with respect to Securities of any series, payment of the Notes Securities of such series may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9(to the extent it relates to Section 4.03 or 4.04) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySecurities of such series. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding compliance with clauses (a) and (b) aboveabove (to the extent clause (b) relates to the legal defeasance option), the Company’s 's obligations with respect to Securities of any series in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 2.11, 2.18, 7.07, 7.08, 8.04, 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities of such series have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Cytec Industries Inc/De/)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07, it being understood that such Securities are no longer outstanding) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations sufficient (without reinvestment thereof) to pay at maturity or upon redemption all outstanding NotesSecurities, including all interest thereon to the date of such deposit (in the case of Securities which have become due and payable) or to the stated maturity or such redemption date Redemption Date, as the case may be (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07, it being understood that such Securities are no longer outstanding), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), 8.02 and 8.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent to the defeasance and discharge of the Securities as contemplated by this Article VIII have been complied with, and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) ), 8.02 and 8.02 of the Indenture8.06, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of 11.01 (the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) arising from a violation of the Indenture (but, in the case any of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) 4.02 through 4.09 or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates11.01.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Lear Corp /De/)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of and 6.01(10) and its obligations under Sections 6.01(75.01(iii) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsiv) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsor 6.01(10) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indentureor (iv). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall will be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.097.07, 2.10, 7.07 7.08 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Kelley Operating Co LTD)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities of a series (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities of a series have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations sufficient to pay at maturity or upon redemption all outstanding NotesSecurities of such series, including premium, if any, and interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the CompanyCompany with respect to such series, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effecteffect with respect to such series. The Upon satisfaction of the above conditions, the Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Companywith respect to such series.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities of a series and the this Indenture with respect to any such series of Securities (“"legal defeasance option”") or (2) its obligations with respect to a series of Securities under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) ,
6.01 (8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance optionoption with respect to a series of Securities, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoto such series. If the Company exercises its covenant defeasance optionoption with respect to a series of Securities, payment of the Notes applicable series of Securities may not be accelerated because of an Event of Default with respect to such series specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of ). In the Indenture. If event that the Company exercises its legal defeasance option or its covenant defeasance optionoption with respect to a series of Securities, each Subsidiary Guarantor, if any, shall Guarantor will be released from all of its obligations with respect to its Subsidiary GuarantyGuarantee of such series. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 with respect to a series of Securities shall survive until the Notes Securities of such series have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture with respect to such series shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company Issuers irrevocably deposits deposit with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest and Liquidated Damages (if any) thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuers at any time may terminate (1i) all its their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.16 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(a)(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company Issuers may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. If the Company exercises its Issuers exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its Issuers exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company Issuers to comply with Section 5.01(a)(35.01(a)(iii) of the Indentureor (iv). If the Company exercises its Issuers exercise their legal defeasance option or its their covenant defeasance option, each Subsidiary Guarantor, if any, shall 69 63 be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuers, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuers terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuers' obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuers' obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Globalstar Capital Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or cancellation, (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing sending of a notice of redemption pursuant to Article III 3 hereof or (3) all outstanding Securities not theretofore delivered for cancellation will become due and payable within one year at their Stated Maturity or are to be called for redemption within one year, and, in the case of the Indenture and clause (2) or (3), the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the CompanyCompany (other than contingent indemnification obligations, if any, that, pursuant to the terms of this Indenture, survive the termination thereof), then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect, and the Company’s and Subsidiary Guarantors’ obligations under this Indenture shall be satisfied and discharged. The Trustee shall acknowledge such satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel (which, in the case of a redemption, may be the Officers’ Certificate and Opinion of Counsel related to such redemption) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4clauses (4), 6.01(6(5), 6.01(7(6), 6.01(8(7), (8), (9) and 6.01(9(10) of the Indenture Section 6.01 (but, in the case of Sections 6.01(7clauses (7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4clause (4), 6.01(6(5), 6.01(7(6), 6.01(8(7), (8), (9) and 6.01(9(10) of the Indenture Section 6.01 (but, in the case of Sections 6.01(7clauses (7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive, as well as contingent indemnification obligations, if any, that, pursuant to the terms of this Indenture, survive the termination hereof.
Appears in 1 contract
Samples: Indenture (Us Concrete Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation or (2) all outstanding Notes have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding Notes, including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture), and if in either case the Company pays all other sums payable hereunder by the Company, then the Indenture shall, subject to Section 8.01(c) of the Indenture, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, Guarantor shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Travelcenters Realty Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Malek Frederic V)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2) all outstanding Notes Securities have become due and payable, whether at maturity Stated Maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity Stated Maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity Stated Maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with and at the cost and expense of the Company).
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07 and 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(3), 6.01(4), 6.01(6), 6.01(7), 6.01(86.01(5) and 6.01(96.01(6) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"); provided, however, no deposit under this Article VIII shall be effective to terminate the obligations of the Company under the Securities or this Indenture prior to 91 days following any such deposit. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(3), 6.01(5) or 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (athe provisions of Sections 7.01(a) and (b) above), the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations limitation contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4) (except an Event of Default attributable to a breach of Section 4.14), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture Three and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Section 5.01(c), Article Ten and Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.094.09 and 4.10(a), 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(86.01 (c) and 6.01(9through (g) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(86.01(d) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guarantythe covenants of Article Four identified in the immediately preceding paragraph and the provisions of 5.01(c)), 6.01(c), (e), (f) or (g). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.104.11, 7.07 7.07, 7.08, 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 7.07 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Amc Entertainment Inc)
Discharge of Liability on Securities; Defeasance. (a) When When
(1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, ----------------------- 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.10 and 4.14 of the Indenture 4.11 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The -------------------------- Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities of a series (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes have Securities of that series have, or will within 60 days, become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities of such series, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the CompanyCompany with respect to such series of Securities, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effecteffect with respect to such series of Securities. The Trustee shall acknowledge satisfaction and discharge of the this Indenture with respect to such series of Securities on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities of any series and the this Indenture with respect to such series (“"legal defeasance option”") or (2) its obligations with respect to a series of Securities under Sections 4.02, 4.03, 4.084.04, 4.094.05, 4.104.06, 4.114.07, 4.12, 4.13 4.08 and 4.14 of the Indenture 4.09 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option with respect to a series of Securities notwithstanding its prior exercise of its covenant defeasance optionoption with respect to such series. If the Company exercises its legal defeasance optionoption with respect to a series of Securities, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoto such series. If the Company exercises its covenant defeasance optionoption with respect to a series of Securities, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect to such series specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance optionoption with respect to a series of Securities, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee of such series. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 with respect to a series of Securities shall survive until the Notes Securities of such series have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture with respect to such series shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company Issuer irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of and interest and liquidated damages, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and liquidated damages, if any, and if in either case the Company Issuer pays all other sums payable hereunder by the CompanyIssuer, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuer accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuer.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company and the Issuer at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14, 4.15, 4.17 and 4.14 of the Indenture 4.18 and the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(65.01(b)(iii), 6.01(76.01(d), 6.01(86.01(f), 6.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(h) (with respect to Significant Subsidiaries of the Company only) and the limitations contained in Sections 5.01(a)(36.01(i) of the Indenture (“"covenant defeasance option”"). The Company Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company and the Issuer terminate all of their obligations under the Securities and this Indenture by exercising their legal defeasance option, the Company's obligations under the Note Guarantee shall be terminated simultaneously with the termination of such obligations. If the Company exercises its and the Issuer exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its and the Issuer exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(7), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only) or 6.01(i) or because of the failure of the Company or the Issuer to comply with Section 5.01(a)(35.01(a)(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(b)(iii). Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Issuer terminates.
(c) Notwithstanding clauses (a) and (b) above, the Issuer's and the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Issuer's and the Company’s 's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Millennium Chemicals Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof, or will become due and payable within one year, and, in the case of the Indenture and this clause (2), the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if if, in either case case, the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(5) (solely with respect to SEC reports), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Tyson Foods Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company Corporation delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.10) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture payable and the Company Corporation irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding Notes, Securities including interest thereon to maturity or such redemption date if any (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.10), and if in either case the Company Corporation pays all other sums payable hereunder by the CompanyCorporation, then the this Indenture shall, subject to Section 8.01(cSections 9.01(c) of the Indentureand 9.06, cease to be of further effect. The Upon satisfaction of the conditions set forth herein and upon the Corporation's request (and at the Corporation's expense), the Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Corporation accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyCorporation.
(b) Subject to Sections 8.01(c) 9.01(c), 9.02 and 8.02 of the Indenture9.06, the Company Corporation at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 5.02 through 5.12 and 4.14 of the Indenture Section 6.01(a)(iii) and the operation of Sections 6.01(47.01(3), 6.01(67.01(4), 6.01(77.01(5), 6.01(87.01(6) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with 7.01(7)(with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Corporation may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company Corporation exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Corporation exercises its covenant defeasance option, payment of the Notes Securities, may not be accelerated because of an Event of Default specified in Sections 6.01(47.01(3), 6.01(6(4), 6.01(7(5), 6.01(8(6) and 6.01(9(7) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company Corporation to comply with Section 5.01(a)(3) 6.01(a)(iii). Before or after a deposit, the Corporation may make arrangements satisfactory to the Trustee for the redemption of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations Securities at a future date in accordance with respect to its Subsidiary GuarantyArticle 4. Upon satisfaction of the conditions set forth herein and upon request of the CompanyCorporation, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Corporation terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Corporation's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.108.07, 7.07 8.08, 9.04, 9.05 and 7.08 of the Indenture and in this Article VIII 9.06 shall survive until the Notes Securities have been paid in full. Thereafter, Thereafter the Company’s Corporation's obligations in Sections 7.078.07, 8.04 9.04 and 8.05 of the Indenture 9.05 shall survive.
Appears in 1 contract
Samples: Exchange Agreement (Ampex Corp /De/)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company Issuer delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof, and the Company Issuer irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company Issuer pays all other sums payable hereunder by the CompanyIssuer, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuer accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuer.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuer at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(45.01(a)(iii), 6.01(65.01(a)(iv), 6.01(76.01(d), 6.01(86.01(f), 6.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Issuer only), 6.01(h) (with respect to Significant Subsidiaries of the Issuer only) and the limitations contained in Sections 5.01(a)(36.01(i) of the Indenture (“"covenant defeasance option”"). The Company Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Issuer terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option, the obligations under the Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company Issuer exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Issuer exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(7), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Issuer only), 6.01(h) (with respect to Significant Subsidiaries of the Issuer only) or 6.01(i) or because of the failure of the Company Issuer to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Issuer terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuer's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuer's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Acs Infosource Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company AK Steel delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7 hereof) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a are by their terms to become due and payable within one year or are to be called for redemption date as a result within one year under arrangements satisfactory to the Trustee for the giving of the mailing of a notice of redemption pursuant to Article III of the Indenture redemption, and the Company AK Steel irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption redemption, as the case may be, all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7 hereof), and if in either case the Company AK Steel pays all other sums payable hereunder by the CompanyAK Steel, then the this Indenture shall, subject to Section 8.01(csubsection (c) of the Indenturethis Section 8.1 and Section 8.6 hereof, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company AK Steel accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyAK Steel.
(b) Subject to subsection (c) of this Section 8.1 and Sections 8.01(c) 8.2 and 8.02 of the Indenture8.6 hereof, the Company AK Steel at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.3, 4.084.5 through 4.14, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.17 hereof and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8subsections (e) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein Sections 4.3 and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c4.5 through 4.13 only) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.and
Appears in 1 contract
Samples: Indenture (Ak Steel Holding Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 2.07 or Securities for whose payment money has theretofore been deposited in trust and thereafter repaid to the Company as provided in the second paragraph of the IndentureSection 8.04) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing delivery of a notice of redemption pursuant to Article III of III, or will become due and payable within one year or are to be called for redemption within one year under arrangements satisfactory to the Indenture Trustee, and the Company irrevocably deposits with the Trustee funds (comprised of cash to be held uninvested and/or U.S. Government Obligations) sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.124.13, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(46.01(i)(e), 6.01(66.01(i)(f), 6.01(76.01(i)(g), 6.01(86.01(i)(h), 6.01(i)(i) and 6.01(9or 6.01(i)(j) of the Indenture (but, in the case of Sections 6.01(76.01(i)(f) and (8) of the Indenturei)(g), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3Section 5.01(a)(5) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(i)(d) (with respect to the covenants of Article IV identified in the immediately preceding paragraph), 6.01(66.01(i)(e), 6.01(76.01(i)(f), 6.01(86.01(i)(g), 6.01(i)(h), 6.01(i)(i) and 6.01(9or 6.01(i)(j) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries in the case of Sections 6.01(i)(f) and Subsidiary Guarantors6.01(i)(g)) or because of the failure of the Company to comply with the limitations contained in Section 5.01(a)(3) of the Indenture5.01(a)(5). If the Company exercises its legal defeasance option or its covenant defeasance option, the Liens, as they pertain to the Securities, will be released and each Subsidiary Guarantor, if any, shall Guarantor will be released from all its obligations with respect to under its Subsidiary GuarantyGuarantee, as it pertains to the Securities. Upon satisfaction of the conditions set forth herein and upon written request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08Article VII, 2.09, 2.10, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 7.07 and 8.05 of the Indenture shall survivesurvive such satisfaction and discharge.
Appears in 1 contract
Samples: Indenture (Rite Aid Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company Issuers irrevocably deposits deposit with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ ' Certificate of each Issuer and an Opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuers at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections Section 5.01(a)(iii), 6.01(4), 6.01(6), 6.01(7) (with respect to Significant Subsidiaries of the Company only), 6.01(8) (with respect to Significant Subsidiaries of the Company only) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Issuers may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Issuers terminate all of their obligations under the Securities and this Indenture by exercising their legal defeasance option, the obligations under the Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its Issuers exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its Issuers exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Significant Subsidiaries of the Company only), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries of the Company only) and Subsidiary Guarantors6.01(9) or because of the failure of Parent or the Company Company, as the case may be, to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuers, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuers terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuers' obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuers' obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Lpa Services Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 5.01(iii) and 4.14 of the Indenture 5.01(iv) and the operation of Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Subsidiaries of the Company only), 6.01(8) (with respect to Subsidiaries of the Company only) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Subsidiaries of the Company only), 6.01(8) (with respect to Subsidiaries of the Company only) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3(iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Ta Operating Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including premium, if any, and interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Upon satisfaction of the above conditions, the Trustee shall acknowledge satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Companythis Indenture.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture with respect to any series of Securities (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture and 6.01(11) (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes applicable series of Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9)and 6.01(11) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of ). In the Indenture. If event that the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall Guarantor will be released from all of its obligations with respect to its Subsidiary GuarantyGuarantee and the Security Documents. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel that the conditions precedent to satisfaction and discharge have been satisfied (provided that the Opinion of Counsel will not be required to cover compliance with any financial tests or financial covenants) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 5.01 and the operation of Sections 6.01(3), 6.01(4), 6.01(5), 6.01(6) (with respect to Subsidiaries of the Company only), 6.01(7), ) (with respect to Subsidiaries of the Company only) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(3), 6.01(4), 6.01(5), 6.01(6) (with respect to Subsidiaries of the Company only), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3only) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty6.01(8). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.,
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3, and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections Section 5.01(a)(3), 5.01(a)(4), 5.01(a)(5), 6.01(4), 6.01(6), 6.01(7) (with respect to Significant Subsidiaries of the Company only), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture Company only), (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option or its covenant defeasance option, the obligations under the Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Significant Subsidiaries of the Company only), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries of the Company only), and Subsidiary Guarantors) 6.01(9), or because of the failure of the Company to comply with Section 5.01(a)(3clauses (3), (4) and (5) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Tritel Finance Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and all of the obligations of the Subsidiary Guarantors under the Subsidiary Guarantees and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.17, 4.18 and 4.14 of the Indenture 4.19 and the operation of Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of and 6.01(10) and its obligations under Sections 6.01(75.01(iii) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsiv) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (but only with respect to Significant Subsidiaries), 6.01(8) and (but only with respect to Significant Subsidiaries), 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsor 6.01(10) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indentureor (iv). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall will be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.077.07, 2.08, 2.09, 2.10, 7.07 7.08 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.7) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.7), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)date, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture8.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c8.1(c) and 8.02 of the Indenture8.2, the Company at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and all obligations of the Subsidiary Guarantors under the Subsidiary Guarantee and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.72 64
Appears in 1 contract
Samples: Indenture (Campfire Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest, including Special Interest, when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.08), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of this Indenture in a manner satisfactory to the Indenture Trustee on written demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities (and the obligations of the Guarantors under their respective Note Guarantees) and this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture 4.13, 4.14, 4.15, 4.16 or 4.17 and the operation of Sections 6.01(4), 6.01(6Section 6.01(5), 6.01(7), 6.01(8) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising either its legal defeasance option, the obligations under the Note Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6Section 6.01(5), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty6.01(10). Upon satisfaction of the conditions set forth herein and upon written request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 2.11, 7.07, 7.08 of the Indenture and in this Article VIII shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
(d) Notwithstanding clause (a) and (b) above, the Company shall not exercise its legal defeasance option or its covenant defeasance option while the Senior Credit Facilities are outstanding unless such defeasance is permitted thereunder or the holders of the Indebtedness represented by the Senior Credit Facilities (or a Representative thereof) consent to such legal defeasance or covenant defeasance and the Company has delivered an Officers' Certificate and an Opinion of Counsel to such effect to the Trustee.
Appears in 1 contract
Samples: Indenture (Eagle Family Foods Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits or causes to be deposited with the Trustee as trust funds sufficient in trust solely for the benefit of the Securityholders, cash in U.S. dollars, U.S. Government Obligations, or a combination thereof, in amounts as will be sufficient, without consideration of any reinvestment of interest to pay at maturity or upon redemption all outstanding Notes, including interest thereon and discharge the entire Indebtedness on the Securities not previously delivered to maturity or such redemption date the Trustee for cancellation (other than Notes Securities replaced pursuant to Section 2.09 2.07) (including principal of, premium and interest, if any, on, the Securities to the date of the Indenturematurity or redemption), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand by means of an acknowledgment upon request by the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its of the Company’s and each Subsidiary Guarantor’s obligations under the Notes Securities, the Subsidiary Guarantees and the this Indenture (“legal defeasance option”) or (2) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9or 6.01(10) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture(7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee and the Security Documents. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Rotech Healthcare Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.15, 4.16 and 4.14 of the Indenture 4.17 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsParent) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsParent) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, Parent and each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to the Parent Guaranty or its Subsidiary Guaranty, as applicable, and the Security Documents. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Affinia Group Intermediate Holdings Inc.)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel Counsel, each stating that all conditions precedent herein provided for relating to the satisfaction and discharge of this Indenture have been complied with, and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.034.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14, 4.15, 4.16, 5.01(a)(v) and 4.14 of the Indenture (vi) and 5.02 and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (LTV Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the CompanyCompany or UCAR International, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Company, the Guarantors and the Intercompany Note Obligors at any time may terminate (1) all its their obligations under the Notes Securities, this Indenture, the Graftech Pledge Agreement, the Lien Subordination Agreement and the Indenture Intercompany Note Obligations (“"legal defeasance option”") or (2) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture Article 11 and the operation of Sections 6.01(4), 6.01(646.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3) of the Indenture and (“4) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8), 6.01(9), 6.01(10) and 6.01(96.01(11) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indentureor (4). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, Guarantor shall be released from all its obligations with respect to its Subsidiary GuarantyGuaranty or the Lien Subordination Agreement and the pledge of the Intercompany Note Guaranties, the Intercompany Notes and the Pledged Graftech Stock will be released. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Ucar International Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Officer's Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02 (subject to any requirement of the TIA), 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 77 4.11, 4.12, 4.13 4.13, 4.14, 5.01(iii) and 4.14 of the Indenture 5.01(iv) and the operation of Sections 6.01(4), 6.01(6), 6.01(7) (with respect to Subsidiaries of the Company only), 6.01(8) (with respect to Subsidiaries of the Company only) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(6), 6.01(7) (with respect to Subsidiaries of the Company only), 6.01(8) and 6.01(9) (with respect to Subsidiaries of the Indenture (but, in the case of Sections 6.01(7Company only) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsor 6.01(9) or because of the failure of the Company to comply with Section 5.01(a)(3(iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Ryder TRS Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture9.01(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c9.01(c) and 8.02 of the Indenture9.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.034.01, 4.084.02, 4.095.02, 4.105.03, 4.115.04, 4.125.05, 4.13 5.06, 5.07, 5.08, 5.09, 5.10 and 4.14 of the Indenture 5.11 and the operation of Sections 6.01(47.01(4), 6.01(67.01(6), 6.01(77.01(7), 6.01(87.01(8) and 6.01(97.01(9) of the Indenture (but, in the case of Sections 6.01(77.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3Section 6.01(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(47.01(4), 6.01(67.01(6), 6.01(77.01(7), 6.01(87.01(8) and 6.01(97.01(9) of the Indenture (but, in the case of Sections 6.01(77.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture6.01(3). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon written request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 8.07 and 7.08 of the Indenture 8.08 and in this Article VIII 9 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.078.07, 8.04 9.04 and 8.05 of the Indenture 9.05 shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When The Company may at any time, at the option of its Board of Directors evidenced by a resolution set forth in an Officers’ Certificate, elect to have all of its obligations discharged with respect to the outstanding Securities and all obligations of the Guarantors discharged with respect to their Note Guarantees (“Legal Defeasance”) except for:
(1) the Company delivers rights of holders of outstanding Securities to receive payments in respect of the Trustee all outstanding Notes (other than Notes replaced principal of, premium on, if any, or interest, if any, on, such Securities when such payments are due from the trust pursuant to Section 2.09 of the Indenture) for cancellation or 8.02(1);
(2) all outstanding Notes have become due the Company’s obligations with respect to the Securities concerning issuing temporary Securities, registration of Securities, mutilated, destroyed, lost or stolen Securities and payablethe maintenance of an office or agency for payment and money for security payments held in trust;
(3) the rights, whether at maturity or on a redemption date as a result powers, trusts, duties and immunities of the mailing of a notice of redemption pursuant to Article III of the Indenture Trustee under this Indenture, and the Company irrevocably deposits Company’s and the Guarantors’ obligations in connection therewith; and
(4) the provisions of this Article 8 with the Trustee funds sufficient respect to pay at maturity or upon redemption all outstanding Notes, including interest thereon to maturity or such redemption date Legal Defeasance (other than Notes replaced pursuant to as defined under Section 2.09 of the Indenture8.01(a), and if in either case the Company pays all other sums payable hereunder by the Company, then the Indenture shall, subject to Section 8.01(c) of the Indenture, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company).
(b) Subject The Company may, at its option and at any time, elect to have its obligations and the obligations of the Guarantors released with respect to Sections 8.01(c) and 8.02 of the Indenture4.02, the Company at any time may terminate (1) all its obligations under the Notes and the Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.034.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.14, 4.16, and 4.14 5.01(b)(4) (“Covenant Defeasance”) and thereafter any omission to comply with those covenants will not constitute a Default or Event of Default with respect to the Indenture and Securities. In the operation event Covenant Defeasance occurs, all Events of Default described under Section 6.01 (except Sections 6.01(46.01(1), 6.01(6(2), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) 8) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors9)) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes may not be accelerated because of will no longer constitute an Event of Default with respect thereto. If to the Company exercises its covenant defeasance option, payment of the Notes may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesSecurities.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.11) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including premium (if any) and interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.11), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture and the operation of Sections 6.01(4) (insofar as such Section relates to its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11 and 4.14), 6.01(5), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4) (insofar as such Section relates to its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11 and 4.14), 6.01(5), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture(7), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections Section 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and or 4.14 of the Indenture and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsRestricted Subsidiaries) and the limitations contained in Sections 5.01(a)(3clauses (e) and (f) of the Indenture Article V (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4) (with respect to the covenants of Article IV identified in the immediately preceding paragraph), 6.01(5), 6.01(6), 6.01(7), ) and 6.01(8) and 6.01(9) of the Indenture (but, with respect only to Restricted Subsidiaries in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors6.01(7)) or because of the failure of the Company to comply with Section 5.01(a)(3the limitations contained in clauses (e) and (f) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Article V. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.10, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 7.07 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company Corporation delivers to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) Securities for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether payable or will become due and payable at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture their Stated Maturity within one year and the Company Corporation irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)thereon, and if in either case the Company Corporation pays all other sums payable hereunder by the CompanyCorporation, then the this Indenture shall, subject to Section 8.01(c) of the IndentureSections 9.0l(c), 9.02 and 9.06, cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Corporation accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the CompanyCorporation.
(b) Subject to Sections 8.01(c) sections 9.01(c), 9.02 and 8.02 of the Indenture9.06, the Company Corporation at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.033.03, 4.083.04, 4.093.05, 4.103.06, 4.113.07, 4.123.08, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(43.09, 3.10, 5.01, 7.01(4), 6.01(67.01(5), 6.01(77.01(6) and 7.01(7) (with respect to Restricted Subsidiaries), 6.01(8and 6.01(a)(iv) and 6.01(96.01(a)(vi) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company Corporation may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company Corporation exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Corporation exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(47.01(3) (other than with respect to Section 6.01), 6.01(67.01(4), 6.01(77.01(5), 6.01(87.01(6) and 6.01(9or 7.01(7) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, only with respect only to Significant Subsidiaries and Subsidiary GuarantorsRestricted Subsidiaries) or because of the failure of the Company Corporation to comply with Section 5.01(a)(3Sections 6.01(a)(iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty6.01(a)(vi). Upon satisfaction of the conditions set forth herein and upon request of the CompanyCorporation, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Corporation terminates.
(c) Notwithstanding clauses (a) and (b) above, the CompanyCorporation’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.088.07, 2.098.08, 2.109.04, 7.07 9.05 and 7.08 of the Indenture and in this Article VIII 9.06 shall survive until the Notes Securities have been paid in full. Thereafter, the CompanyCorporation’s obligations in Sections 7.078.07, 8.04 9.04 and 8.05 of the Indenture 9.05 shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.9) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether payable at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities (other than Securities replaced pursuant to Section 2.9), including interest thereon to maturity or such redemption date (other than Notes replaced pursuant to Section 2.09 of the Indenture)maturity, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture7.1(c), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company (accompanied by an Officers’ ' Certificate and an Opinion of Counsel stating that all conditions precedent specified herein relating to the satisfaction and discharge of this Indenture have been complied with) and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c7.1(c) and 8.02 of the Indenture7.2, the Company at its option and at any time may terminate (1i) all its the obligations of the Company under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its the obligations of the Company under Sections 4.033.2, 4.083.3 and 3.4 and the Company may omit to comply with and shall have no liability in respect of any term, 4.09condition or limitation set forth in any such covenant or provision, 4.10whether directly or indirectly, 4.11by reason of any reference elsewhere herein to any such covenant or provision or by reason of any reference in any such covenant to any other provision herein or in any other document and such omission to comply shall not constitute a Default or an Event of Default under Section 5.1(3) ("covenant defeasance option"), 4.12but except as specified above, 4.13 and 4.14 the remainder of the this Indenture and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“covenant defeasance option”)Securities shall be unaffected thereby. The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(45.1(3), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors5.1(4) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.1(5). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (athe provisions of Sections 7.1(a) and (b) above), the Company’s 's obligations in Sections 2.052.3, 2.062.4, 2.072.5, 2.082.6, 2.092.7, 2.102.8, 7.07 2.9, 6.7, 6.8, 7.4, 7.5 and 7.08 of the Indenture and in this Article VIII 7.6 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.076.7, 8.04 7.4 and 8.05 of the Indenture 7.5 shall survive.
Appears in 1 contract
Samples: Indenture (CBS Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of, premium (if any) and interest and Additional Interest, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and Additional Interest, if any, and if in either the case of both clause (i) and (ii) the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, and 4.14 of the Indenture and 10.02 the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Company only), 6.01(h) (with respect to Significant Subsidiaries of the Company only) 6.01(i) and the limitations contained in Sections 5.01(a)(36.01(j) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. In the event that the Company terminates all of its obligations under the Securities and this Indenture by exercising its legal defeasance option or its covenant defeasance option, the obligations under the Note Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(7), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only), 6.01(i) or 6.01(j) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.01(a)(iii). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture 7.08, and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 8.04, 8.05, and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Pierson Industries Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company Issuers irrevocably deposits deposit with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuers at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Article IV (other than those in Sections 4.03, 4.08, 4.09, 4.104.01, 4.11, 4.124.21 and 4.29), 4.13 Sections 5.01(iii) and 4.14 of the Indenture 5.01(iv) and the operation of Section 6.01(d) (except with respect to Sections 6.01(44.01, 4.11, 4.21 and 4.29), 6.01(66.01(g), 6.01(76.01(h) (with respect to Subsidiaries of the Issuers only), 6.01(86.01(i) (with respect to Subsidiaries of the Issuers only), 6.01(j), 6.01(k) and 6.01(96.01(l) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Issuers may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. If the Issuers exercise their legal defeasance option or their covenant defeasance option, the Company exercises shall be released from all of its obligations with respect to its Guaranty and all the Collateral will be released. If the Issuers exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its Issuers exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d) (except with respect to Section 4.01, 4.11, 4.21 and 4.29), 6.01(66.01(e), 6.01(76.01(f), 6.01(86.01(g), 6.01(h) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant the Company and its Subsidiaries other than the Issuers only), 6.01(i) (with respect only to the Company and Subsidiary Guarantorsits Subsidiaries other than the Issuers only), 6.01(j), 6.01(k) or 6.01(l) or because of the failure of the Company Issuers to comply with Section 5.01(a)(3(iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuers, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuers terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuers' obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuers' obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (NSM Steel Co LTD)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.084.04, 4.094.05, 4.104.06, 4.114.07, 4.12, 4.13 and 4.14 of the Indenture 4.08 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(35.01(iii) of the Indenture and (“iv) ("covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(35.01(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty(iv). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Ixc Communications Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06) for cancellation cancellation, or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.06), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”) "), or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections 6.01(46.01(5), 6.01(6), 6.01(7), 6.01(8), 6.01(9) and 6.01(96.01(10) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3clause (e) of the Indenture Sections 5.01 and 5.02 (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII shall survive until the Notes have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.to
Appears in 1 contract
Samples: Indenture (Alamosa Holdings Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company Issuer delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of and the Indenture and Issuer or the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Issuer or the Company pays all other sums payable hereunder by the Companyhereunder, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Issuer or the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Issuer or the Company, as the case may be.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuer at any time may terminate (1i) all its obligations under the Notes Securities and this Indenture and the Indenture obligations of the Company under the Company Guarantee (“legal defeasance option”"LEGAL DEFEASANCE OPTION") or (2ii) its the respective obligations of the Issuer and the Company under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.114.13, 4.124.14, 4.13 4.15 and 4.14 of the Indenture and 4.16 the operation of Sections 6.01(46.01(d) (to the extent relating to such other Sections), 6.01(66.01(e), 6.01(76.01(f), 6.01(86.01(g), 6.01(h), 6.01(i) and 6.01(96.01(j) of the Indenture (but, in the case of Sections 6.01(76.01(f) and (8) of the Indentureg), with respect only to Significant Subsidiaries other than the Issuer), the obligations under Sections 5.01(f), 5.01(g), 5.02(g) and Subsidiary Guarantors5.02(h) and the limitations contained in Sections 5.01(a)(3related operation of Section 6.01(c) of the Indenture (“covenant defeasance option”"COVENANT DEFEASANCE OPTION"). The Company Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company Issuer exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Issuer exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(c) and 6.01(d) (with respect to the provisions of Articles 4 and 5 referred to in the immediately preceding paragraph) and Sections 6.01(e), 6.01(66.01(f), 6.01(76.01(g), 6.01(86.01(h), 6.01(i) and 6.01(96.01(j) of the Indenture (but, in the case of Sections 6.01(76.01(f) and 6.01(8) of the Indenture(g), with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of other than the failure of the Company to comply with Section 5.01(a)(3) of the IndentureIssuer). If the Company Issuer exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to under its Subsidiary Guaranty. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Issuer terminates.
(c) Notwithstanding clauses (a) and (b) above, the Issuer's and the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.084.17, 2.097.07, 2.107.08, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Issuer's and the Company’s 's obligations in Sections 7.074.17, 8.04 7.07 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Canadian Forest Oil LTD)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all of its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(46.01(e), 6.01(66.01(f), 6.01(76.01(g), 6.01(86.01(h), 6.01(i) and 6.01(96.01(j) of the Indenture (but, in the case of Sections 6.01(76.01(f) and (8) of the Indentureg), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections 5.01(a)(3Section 5.01(a)(5) of the Indenture (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(d) (with respect to the covenants of Article IV identified in the immediately preceding paragraph), 6.01(66.01(e), 6.01(76.01(f), 6.01(86.01(g), 6.01(h), 6.01(i) and 6.01(9or 6.01(j) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries in the case of Sections 6.01(f) and Subsidiary Guarantors6.01(g)) or because of the failure of the Company to comply with the limitations contained in Section 5.01(a)(3) of the Indenture5.01(a)(5). If the Company exercises its legal defeasance option or its covenant defeasance option, the Senior Lien, as it pertains to the Securities, will be released and each Subsidiary Guarantor, if any, shall Guarantor will be released from all its obligations with respect to under its Subsidiary GuarantyGuarantee, as it pertains to the Securities. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.10, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 7.07 and 8.05 of the Indenture shall survivesurvive such satisfaction and discharge.
Appears in 1 contract
Samples: Indenture (Rite Aid Corp)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds or U.S. Government Obligations sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including premium, if any, and interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Upon satisfaction of the above conditions, the Trustee shall acknowledge satisfaction and discharge of the Indenture on demand of the Company accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the Companythis Indenture.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture with respect to any series of Securities (“"legal defeasance option”") or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.11 and 4.14 of the Indenture 4.12 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes applicable series of Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of ). In the Indenture. If event that the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall Guarantor will be released from all of its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof and the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1i) all its obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, 4.14 and 4.14 of the Indenture 4.15 and the operation of Sections Section 6.01(4), 6.01(6), 6.01(7) (but only with respect to a Subsidiary), 6.01(8) (but only with respect to a Subsidiary) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(6), 6.01(7) (but only with respect to a Subsidiary), 6.01(8) (but only with respect to a Subsidiary) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Premier Parks Inc)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities that have been authenticated (other than Notes (i) Securities replaced pursuant to Section 2.09 of 2.07 and (ii) Securities for whose payment has been deposited in trust and thereafter repaid to the IndentureIssuers) for cancellation or (2) all outstanding Notes Securities that have not been delivered to the Trustee for cancellation have become due and payable, whether at maturity or on a redemption date as a result payable by reason of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof or otherwise will become due and payable within one year or are to be called for redemption within one year and the Company irrevocably deposits or causes to be deposited with the Trustee as trust funds sufficient in trust solely for the benefit of the Securityholders, cash in U.S. dollars, U.S. Government Obligations, or a combination thereof, in amounts as will be sufficient, without consideration of any reinvestment of interest to pay at maturity or upon redemption all outstanding Notes, including interest thereon and discharge the entire Indebtedness on the Securities not previously delivered to maturity or such redemption date the Trustee for cancellation (other than Notes Securities replaced pursuant to Section 2.09 2.07) (including principal of, premium and interest, if any, on, the Securities to the date of the Indenturematurity or redemption), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuers at any time may terminate (1) all its of the Issuers’ and each Subsidiary Guarantor’s obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.12 and 4.13 and 4.14 of the Indenture and the operation of Sections 6.01(4), 6.01(5), 6.01(6), 6.01(7), ) or 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and (8) of the Indenture7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture (“covenant defeasance option”). The Company Issuers may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. If the Company exercises its Issuers exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its Issuers exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4), 6.01(5), 6.01(6), 6.01(7), ) or 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(76.01(6) and 6.01(8) of the Indenture(7), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company Issuers to comply with Section 5.01(a)(3) of the Indenture). If the Company exercises its Issuers exercise their legal defeasance option or its their covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuers, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuers terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuers’ obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuers’ obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (EnergySolutions, Inc.)
Discharge of Liability on Securities; Defeasance. (a) When With respect to any series of Securities, when (1i) the Company Issuer delivers to the Trustee all outstanding Notes Outstanding Securities of such series (other than Notes Securities of such series replaced pursuant to Section 2.09 of the Indenture2.10) for cancellation or (2ii) all outstanding Notes Outstanding Securities of such series have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture payable and the Company Issuer irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesOutstanding Securities of such series, including interest thereon to maturity or such redemption date (other than Notes Securities of such series replaced pursuant to Section 2.09 of the Indenture2.10), and if in either case the Company Issuer pays all other sums payable hereunder by the CompanyIssuer with respect to the Securities of such series, then the this Indenture shall, subject to Section Sections 8.01(c) of the Indentureand 8.06, cease to be of further effecteffect with respect to such series. The Trustee shall acknowledge satisfaction and discharge of the this Indenture as to such series on demand of the Company Issuer accompanied by an Officers’ ' Certificate and an Opinion of Counsel as to the satisfaction of all conditions to such satisfaction and discharge of this Indenture as to such series and at the cost and expense of the CompanyIssuer.
(b) Subject to Sections 8.01(c) ), 8.02 and 8.02 of the Indenture8.06, the Company Issuer at any time may terminate with respect to any series (1i) all its obligations under the Notes Securities of such series and the this Indenture in respect of such series (“"legal defeasance option”") or (2ii) its obligations under Sections 4.03, 4.08, 4.09, 4.10, 4.02 to 4.11, 4.12inclusive, 4.13 and 4.14 of the Indenture 5.01(a)(iii) and the operation of Sections 6.01(46.01(5), 6.01(6) (with respect to Significant Subsidiaries of Holdings only), 6.01(7), ) (with respect to Significant Subsidiaries of Holdings only) and 6.01(8) and 6.01(9) mandatory redemption provisions, if any, of the Indenture Securities of such series (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Issuer may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company Issuer exercises its legal defeasance optionoption with respect to any series, payment of the Notes Securities of such series may not be accelerated because of an Event of Default with respect theretoDefault. If the Company Issuer exercises its covenant defeasance optionoption with respect to any series, payment of the Notes Securities of such series may not be accelerated because of an Event of Default specified in Sections 6.01(46.01(3), 6.01(5), 6.01(6) (with respect to Significant Subsidiaries only), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7with respect to Significant Subsidiaries only) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) or because of the failure of the Company Holdings to comply with Section 5.01(a)(3clause (a)(iii) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company Issuer terminates.
(c) Notwithstanding clauses (a) the satisfaction and (b) abovedischarge of this Indenture with respect to any series of Securities, the Company’s Issuer's obligations in Sections 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 7.07, 7.08, 8.04, 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuer's obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers Issuers deliver to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture hereof and the Company Issuers irrevocably deposits deposit with the Trustee funds or U.S. Government Obligations on which payment of principal and interest when due will be sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays Issuers pay all other sums payable hereunder by the CompanyIssuers, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuers accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuers.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company Issuers at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Sections 4.03, 4.08, 4.09, 4.10Article IV (other than those in Section 4.01, 4.11, 4.124.21 and 4.29), 4.13 Sections 5.01(iii) and 4.14 of the Indenture 5.01(iv) and the operation of Section 6.01(d) (except with respect to Sections 6.01(44.01, 4.11, 4.21 and 4.29), 6.01(66.01(g), 6.01(76.01(h) (with respect to Subsidiaries of the Issuers only), 6.01(86.01(i) (with respect to Subsidiaries of the Issuers only), 6.01(j), 6.01(k) and 6.01(96.01(l) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company Issuers may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. If the Issuers exercise their legal defeasance option or their covenant defeasance option, the Company exercises shall be released from all of its obligations with respect to its Guaranty and all the Collateral will be released. If the Issuers exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its Issuers exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d) (except with respect to Section 4.01, 4.11, 4.21 and 4.29), 6.01(66.01(e), 6.01(76.01(f), 6.01(86.01(g), 6.01(h) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant the Company and its Subsidiaries other than the Issuers only), 6.01(i) (with respect only to the Company and Subsidiary Guarantorsits Subsidiaries other than the Issuers only), 6.01(j), 6.01(k) or 6.01(l) or because of the failure of the Company Issuers to comply with Section 5.01(a)(3(iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01. Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuers, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuers terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuers' obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.087.07, 2.097.08, 2.108.04, 7.07 8.05 and 7.08 of the Indenture and in this Article VIII 8.06 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuers' obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (NSM Steel Co LTD)
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of and interest and liquidated damages, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and liquidated damages, if any, and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of 8.02, the Indenture, Parent and the Company at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.13, and 4.14 of the Indenture and the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(65.01(a)(iv), 6.01(76.01(d), 6.01(86.01(f), 6.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsof the Parent only), 6.01(h) (with respect to Significant Subsidiaries of the Parent only) and the limitations contained in Sections 5.01(a)(36.01(i) of the Indenture (“"covenant defeasance option”"). The Parent and the Company may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. In the event that the Parent and the Company terminates all of their obligations under the Securities and this Indenture by exercising its legal defeasance option, the obligations under the Note Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Parent and the Company exercises its exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Parent and the Company exercises its exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(7), 6.01(86.01(g) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantorsonly), 6.01(h) (with respect to Significant Subsidiaries only) or 6.01(i) or because of the failure of the Company to comply with Section 5.01(a)(3clauses (iii) and (iv) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantySection 5.01(a). Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s 's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s 's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Discharge of Liability on Securities; Defeasance. (a) When (1i) the Company delivers all outstanding Securities (other than Securities replaced or paid pursuant to Section 2.08) have been canceled or delivered to the Trustee all outstanding Notes (other than Notes replaced pursuant to Section 2.09 of the Indenture) for cancellation cancelation or (2ii) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III of the Indenture 3 hereof, and the Company Issuer irrevocably deposits with the Trustee funds in an amount sufficient or U.S. Government Obligations, the principal of and interest on which will be sufficient, or a combination thereof sufficient, in the written opinion of a nationally recognized firm of independent public accountants delivered to the Trustee (which delivery shall only be required if U.S. Government Obligations have been so deposited), to pay the principal of, premium, if any, and interest and liquidated damages, if any, on the outstanding Securities when due at maturity or upon redemption all outstanding Notesof, including interest thereon to maturity or such redemption date (other than Notes Securities replaced or paid pursuant to Section 2.09 of the Indenture)2.08) and liquidated damages, if any, and if in either case the Company Issuer pays all other sums payable hereunder by the CompanyIssuer, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effecteffect and the obligations of the Issuer and the Note Guarantors hereunder shall cease. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company Issuer accompanied by an Officers’ ' Certificate and an Opinion of Counsel and at the cost and expense of the CompanyIssuer.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company and the Issuer at any time may terminate (1i) all its of their obligations under the Notes Securities and the this Indenture (“"legal defeasance option”") or (2ii) its their obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.124.14, 4.13 4.15, 4.16, 4.17 and 4.14 of the Indenture 4.18 and the operation of Sections 6.01(4Section 5.01(a)(iii), 6.01(66.01(d), 6.01(76.01(f), 6.01(86.01(g) (other than with respect to the Company, Intermediate Holdings, HDD Holdings or the Issuer), 6.01(h) (other than with respect to the Company, Intermediate Holdings, HDD Holdings or the Issuer) and 6.01(96.01(i) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture, with respect only to Significant Subsidiaries and Subsidiary Guarantors) and the limitations contained in Sections 5.01(a)(3) of the Indenture (“"covenant defeasance option”"). The Company and the Issuer may exercise its their legal defeasance option notwithstanding its their prior exercise of its their covenant defeasance option. In the event that the Company and the Issuer terminate all of their obligations under the Securities and this Indenture by exercising their legal defeasance option, the obligations under the Note Guarantees shall each be terminated simultaneously with the termination of such obligations. If the Company exercises its and the Issuer exercise their legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect theretoDefault. If the Company exercises its and the Issuer exercise their covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections 6.01(4Section 6.01(d), 6.01(66.01(f), 6.01(76.01(g) (other than with respect to the Company, Intermediate Holdings, HDD Holdings or the Issuer), 6.01(86.01(h) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture, other than with respect only to Significant Subsidiaries and Subsidiary Guarantorsthe Company, Intermediate Holdings, HDD Holdings or the Issuer) or 6.01(i) or because of the failure of the Company and the Issuer to comply with Section 5.01(a)(3) of the Indenture. If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary Guaranty5.01(a)(iii). Upon satisfaction of the conditions set forth herein and upon request of the CompanyIssuer, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminatesIssuer and the Note Guarantors terminate.
(c) Notwithstanding clauses (a) and (b) above, the Company’s Issuer's obligations in Sections 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.107.07, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s Issuer's obligations in Sections 7.07, 8.04 8.05 and 8.05 of the Indenture 8.06 shall survive.
Appears in 1 contract
Samples: Indenture (Seagate Technology Malaysia Holding Co Cayman Islands)
Discharge of Liability on Securities; Defeasance. (a) When (1) the Company delivers to the Trustee all outstanding Notes Securities (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07) for cancellation cancelation or (2) all outstanding Notes Securities have become due and payable, whether at maturity or on a redemption date as a result of the mailing of a notice of redemption pursuant to Article III 3 hereof and, in the case of the Indenture and clause (2), the Company irrevocably deposits with the Trustee funds sufficient to pay at maturity or upon redemption all outstanding NotesSecurities, including interest thereon to maturity or such redemption date (other than Notes Securities replaced pursuant to Section 2.09 of the Indenture2.07), and if in either case the Company pays all other sums payable hereunder by the Company, then the this Indenture shall, subject to Section 8.01(c) of the Indenture), cease to be of further effect. The Trustee shall acknowledge satisfaction and discharge of the this Indenture on demand of the Company accompanied by an Officers’ Officer’s Certificate and an Opinion of Counsel in compliance with Section 8.02 and at the cost and expense of the Company.
(b) Subject to Sections 8.01(c) and 8.02 of the Indenture8.02, the Company at any time may terminate (1) all its obligations under the Notes Securities and the this Indenture (“legal defeasance option”) or (2) its obligations under Sections 4.02, 4.03, 4.04, 4.05, 4.06, 4.07, 4.08, 4.09, 4.10, 4.11, 4.12, 4.13 4.09 and 4.14 of the Indenture 4.10 and the operation of Sections 6.01(4), 6.01(6), 6.01(7), 6.01(8) and 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and (8) of the Indenture8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) and the limitations contained in Sections Section 5.01(a)(3) of the Indenture and 5.01(b)(3) (“covenant defeasance option”). The Company may exercise its legal defeasance option notwithstanding its prior exercise of its covenant defeasance option. If the Company exercises its legal defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default with respect thereto. If the Company exercises its covenant defeasance option, payment of the Notes Securities may not be accelerated because of an Event of Default specified in Sections Section 6.01(4), 6.01(5), 6.01(6), 6.01(7), 6.01(8) and or 6.01(9) of the Indenture (but, in the case of Sections 6.01(7) and 6.01(8) of the Indenture(8), with respect only to Significant Subsidiaries and Subsidiary GuarantorsSubsidiaries) or because of the failure of the Company to comply with Section 5.01(a)(3) of the Indentureor 5.01(b)(3). If the Company exercises its legal defeasance option or its covenant defeasance option, each Subsidiary Guarantor, if any, shall be released from all its obligations with respect to its Subsidiary GuarantyGuarantee. Upon satisfaction of the conditions set forth herein and upon request of the Company, the Trustee shall acknowledge in writing the discharge of those obligations that the Company terminates.
(c) Notwithstanding clauses (a) and (b) above, the Company’s obligations in Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.08, 2.09, 2.10, 7.07 and 7.08 of the Indenture and in this Article VIII 8 shall survive until the Notes Securities have been paid in full. Thereafter, the Company’s obligations in Sections 7.07, 8.04 and 8.05 of the Indenture shall survive.
Appears in 1 contract
Samples: Indenture (Murphy USA Inc.)
