Common use of Execution and Delivery of Indenture Clause in Contracts

Execution and Delivery of Indenture. On or after July 1, 1998, at the request of the holders of a majority of the then outstanding principal amount of the Notes at such time (the "REQUESTING HOLDERS"), the Company, at its expense and only if a filing under the Trust Indenture Act of 1939 is required, will, as soon as practicable, notify all other holders of Notes of such request and execute and deliver to a bank or trust company having a combined capital and surplus in excess of $100,000,000 that shall be designated by the Company as trustee and shall be reasonably acceptable to the holders of a majority of the then outstanding principal amount of the Notes, an indenture (the "INDENTURE"), providing for the issuance thereunder of debentures ("DEBENTURES") in an aggregate principal amount at least equal to the aggregate outstanding principal amount of the Notes and having substantially all the rights, benefits and privileges carried by the Notes. The Indenture and the Debentures to be issued thereunder shall embody the substance of all covenants, provisions and terms, including subordination provisions, contained in the Note Purchase Agreement and in the Notes, and the Indenture and the Debentures shall, so far as appropriate, contain such other terms of the Notes and such terms of the Note Purchase Agreement as shall be approved by the Company and the holders of a majority of the then outstanding principal amount of the Notes, and such other terms as are customary or appropriate in corporate indentures and debentures, or required by the Trust Indenture Act of 1939, as amended, as the case may be, and shall otherwise, subject to the foregoing, be satisfactory in substance and form to the Company, its counsel, the Requesting Holders and such counsel as may be selected by the Requesting Holders. The Indenture and all Debentures delivered thereunder shall, in the opinion of counsel to the Company reasonably satisfactory to the Requesting Holders, be duly authorized, executed and delivered by or on behalf of the Company, valid and binding obligations of the Company enforceable in accordance with their terms, and in the case of the Debentures, entitled to the benefits of the Indenture.

Execution and Delivery of Indenture. On or after July 1, 1998, at the request of the holders of a majority of the then outstanding principal amount of the Notes at such time (the "REQUESTING HOLDERSRequesting Holders"), the Company, at its expense and only if a filing under the Trust Indenture Act of 1939 is required, will, as soon as practicable, notify all other holders of Notes of such request and execute and deliver to a bank or trust company having a combined capital and surplus in excess of $100,000,000 that shall be designated by the Company as trustee and shall be reasonably acceptable to the holders of a majority of the then outstanding principal amount of the Notes, an indenture (the "INDENTUREIndenture"), providing for the issuance thereunder of debentures ("DEBENTURESDebentures") in an aggregate principal amount at least equal to the aggregate outstanding principal amount of the Notes and having substantially all the rights, benefits and privileges carried by the Notes. The Indenture and the Debentures to be issued thereunder shall embody the substance of all covenants, provisions and terms, including subordination provisions, contained in the Note Purchase Agreement and in the Notes, and the Indenture and the Debentures shall, so far as appropriate, contain such other terms of the Notes and such terms of the Note Purchase Agreement as shall be approved by the Company and the holders of a majority of the then outstanding principal amount of the Notes, and such other terms as are customary or appropriate in corporate indentures and debentures, or required by the Trust Indenture Act of 1939, as amended, as the case may be, and shall otherwise, subject to the foregoing, be satisfactory in substance and form to the Company, its counsel, the Requesting Holders and such counsel as may be selected by the Requesting Holders. The Indenture and all Debentures delivered thereunder shall, in the opinion of counsel to the Company reasonably satisfactory to the Requesting Holders, be duly authorized, executed and delivered by or on behalf of the Company, valid and binding obligations of the Company enforceable in accordance with their terms, and in the case of the Debentures, entitled to the benefits of the Indenture.

Execution and Delivery of Indenture. On or after July 1, 1998, at Prior to the request consummation of the holders of a majority of the then outstanding principal amount of the Notes at such time (the "REQUESTING HOLDERS")IXC Transaction, the Company, at its expense and only if a filing under the Trust Indenture Act of 1939 is requiredexpense, will, as soon as practicable, notify all other holders of Notes of such request and execute and deliver to a bank or trust company having a combined capital and surplus in excess of $100,000,000 500,000,000 that shall be designated by the Company as trustee and shall be reasonably acceptable to the holders of a majority of the then outstanding principal amount Holders of the Notes, an indenture (the "INDENTURE"), providing for the issuance thereunder of debentures notes ("DEBENTURESINDENTURE NOTES") in an aggregate principal amount at least maturity equal to the aggregate outstanding principal amount Full Accreted Value of the Notes (plus, if appropriate, the aggregate full accreted value of the Tranche B Notes) and having substantially all the rights, benefits and privileges carried by the Notes. The Company and the Holders of at least 51% of the aggregate Accreted Value of the Notes outstanding shall cooperate to have the Indenture and the Debentures Indenture Notes to be issued thereunder shall embody the substance of all covenants, provisions and terms, including subordination provisions, contained in the Note Purchase this Agreement and in the Notes, and the Indenture and the Debentures Indenture Notes shall, so far as appropriate, contain such other terms of the Notes and such terms of the Note Purchase Agreement as shall be approved by the Company and the holders of a majority of the then outstanding principal amount of the Notes, and such other terms as are reasonable and customary or appropriate in corporate indentures and debenturesnotes for securities similar to the Notes, or required by the Trust Indenture Act of 1939, as amended, as the case may be, and shall otherwise, subject to the foregoing, be reasonably satisfactory in substance and form to the Company, its counsel, Holders of at least 51% of the Requesting Holders and such counsel as may be selected by aggregate Accreted Value of the Requesting HoldersNotes outstanding. The Indenture and all Debentures Indenture Notes delivered thereunder shall, in the opinion of counsel to the Company reasonably satisfactory to the Requesting such Holders, be duly authorized, executed and delivered by or on behalf of the Company, Company and be valid and binding obligations of the Company enforceable in accordance with their terms, and in the case of the Debentures, entitled to the benefits of the Indenture.