Common use of Expansion of the series Clause in Contracts

Expansion of the series. 2.2.1 The Company may issue additional Bonds at any time and from time to time, without needing the consent of the Bondholders and/or the Trustee, including to a subsidiary of the Company, in conformity with all statutory provisions, the conditions of which shall be identical to the conditions of the Series B Bonds, at any price and in any manner that the Company shall deem fit, provided that This Deed shall also apply to all such additional Bonds that shall be issued by the Company and, as of the issue date thereof, they shall be tantamount to the Series B Bonds issued initially. Notwithstanding that stated anywhere in This Deed, an additional issuance of Series B Bonds exceeding the volume rated by a Rating Company within the scope of this series (on the date of This Deed, the sum is NIS 1,000,000,000 [one billion]), shall be executed subject to the assigning of an additional rating by a Rating Company, and provided that such additional issuance of Bonds of the same series shall not adversely affect the rating of the Bonds issued initially pursuant to This Deed, as the rating shall be at that time. If required, the Company shall obtain the approval of the TASE for such expansion. In the event of an expansion of the Series B Bonds, the Company and the Trustee shall decide whether the Trustee’s fee should be increased and by what sum. 2.2.2 The Series B Bonds shall be issued without a discount. If the discount rate that shall be affixed for the Series B Bonds subsequent to an expansion of the series of Series B Bonds shall differ from the discount rate of the Series B Bonds in circulation at that time, then, around the time of the expansion of the Bond Series, the Company shall apply to the Israel Tax Authority in relation to the deduction of tax at source from the discount fees in respect of the Series B Bonds, requesting its approval that a uniform discount rate shall be affixed to the Series B Bonds, according to a formula that weights the differing discount rates in that Series, if any. 2.2.3 Should such approval be received, the Company shall calculate the weighted discount rate in respect of all of the Series B Bonds, and shall report the rate of the uniform weighted discount, and shall deduct tax on the payment dates of the Series B Bonds according to such weighted discount rate and pursuant to the provisions of the Law. Should such approval not be received, then, shortly after receiving the Tax Authority’s notice, the Company shall report its failure to receive such approval, and that the uniform discount rate shall be the highest discount rate created in respect of the Series B Bonds. The Company shall deduct tax at source when paying the Bonds of that Series, according to the discount rate that shall be so reported. 2.2.4 Consequently, instances are possible whereby the Company shall deduct tax at source in respect of discount fees at a rate that is higher than the discount fees affixed for any party that held Series B Bonds prior to the said expansion of the Series. In such instance, a taxpayer, who held Series B Bonds prior to the expansion of the Series and up until the payment of the Series B Bonds, shall be entitled to submit a tax statement to the Tax Authority and receive a refund of the tax deducted from the discount fees, to the extent that it is entitled to such refund by law.

Appears in 3 contracts

Samples: Trust Deed (Partner Communications Co LTD), Trust Deed (Partner Communications Co LTD), Trust Deed (Partner Communications Co LTD)

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Expansion of the series. 2.2.1 The Company may is entitled to issue additional Bonds (in the framework of either a private or a public offering) at any time time, and from time to time, at its exclusive discretion, without needing the consent of the Bondholders and/or Debentures holders or the Trustee, or the need to notify them, including the related corporation as defined in section 4.2 hereinafter, pursuant to the Law, additional Debentures of a subsidiary of the Companycertain Series, in conformity with all statutory provisions, the conditions of which whose terms shall be identical to the conditions terms of the Series B BondsDebentures already issued for this Series, at any price and in any manner that the Company shall deem fitit should consider, provided that This and this Deed shall also apply be applicable as well to all such any additional Bonds that shall Debentures, to be issued by the Company andCompany, and the status of the additional Debentures, as from the date of their issuance will be, with the required modifications, similar to the status of the issue date thereofDebentures issued in this issuance. The Trustee will act as Trustee for the Debentures of the issued series, as they shall be tantamount from time to the Series B Bonds issued initially. Notwithstanding that stated anywhere time in This Deed, an additional issuance of Series B Bonds exceeding the volume rated by a Rating Company within the scope of this series (on the date of This Deed, the sum is NIS 1,000,000,000 [one billion]), shall be executed subject to the assigning of an additional rating by a Rating Companycirculation, and provided that such additional issuance of Bonds of the same series shall not adversely affect the rating of the Bonds issued initially pursuant to This Deed, as the rating shall be at that time. If required, the Company shall obtain the approval of the TASE for such expansion. In this in the event of an the Series expansion as well, and the Trustee's consent to serve in the said position for the expanded series will not be required. However, in the event of the expansion of the Series B Bondsof the obligation certificates of the relevant Series (in any manner whatsoever – either as private offer or as prospectus, or in any other manner , including but not only, the Company realization of debentures options) the trustee will be entitled to require an increase in its fees, relative to the series expansion, as detailed in appendix 20 to this Deed, and the Company gives its a priori consent, by entering this Deed, to increase the fees of the Trustee shall decide whether as said, as from the Trustee’s fee should expansion date, and constantly until the termination of the trust period. In order to remove any doubt, the holders of the additional Debentures, as mentioned in this section above, will not be increased and by what sum. 2.2.2 entitled to any interest for the interest periods whose determinant payment dates preceded the issue date The Debentures (Series B Bonds shall to D) and the Debentures (Series E to G), may be issued without a discountat their nominal value, with discount or with premium. If Should the value of the discount rate that shall be affixed set forth for Debentures of any Series following the Series B Bonds subsequent to an expansion of the series Debentures Series of Series B Bonds shall differ the same series, be different from the discount rate of the Debentures Series B Bonds of the same series in circulation at that time, then, around the time of the expansion of the Bond Series(if any), the Company shall apply to the Israel Tax Authority Authority, immediately before the expansion of the Debenture Series, in relation order to receive its approval that in regard to the deduction of the tax at source from the discount deduction fees in respect of for the Series B Bondssaid debentures, requesting its approval that a uniform discount rate shall will be affixed to calculated for the Series B Bondssaid debentures, according to a weighted formula that weights of the differing different discount rates in that Seriesof the said series, if any. 2.2.3 . Should such this approval be received, the Company shall will calculate the weighted discount rate in respect of for all the debentures of the Series B Bondssame series, and shall will publish an immediate report the rate of on the uniform weighted discountdiscount rate, and shall will deduct tax the taxes on the payment dates date of the Series B Bonds said debentures, according to such the above weighted discount rate rate, and pursuant to in conformance with the provisions of the Lawlegislation. Should such the approval not be received, then, shortly after receiving the Tax Authority’s noticegranted, the Company shall report its failure to receive such will announce in an immediate report, immediately after the receipt of the notification from the Tax Authority on the refusal of the said approval, and that the uniform discount rate shall will be the highest discount rate created in respect generated for the debentures of the Series B Bondssame series. The Company shall the company will deduct the tax at source when paying upon the Bonds payment of that Seriesthe payment of the debentures of the same series, according to the reported discount rate. Therefore, situations may occur when the Company deducts tax at source for a higher discount rate that shall be so reported. 2.2.4 Consequently, instances are possible whereby the Company shall deduct tax at source in respect of discount fees at a rate that is higher than the discount fees affixed set forth for any party that held Series B Bonds prior to the said expansion holders of debentures of the Series. In such instance, a taxpayer, who held Series B Bonds same series prior to the expansion of the Series said series. In this case, a tax payer that held debentures of the same series prior to the expansion of the series and up until the payment of the Series B Bondssaid debentures, shall be entitled to submit a tax statement to report the Tax Authority and receive a refund for the reimbursement of the tax that was deducted from the discount feesfee, to the extent that should it is be entitled to such refund by lawa reimbursement pursuant to the Law.

Appears in 1 contract

Samples: Deed of Trust (B Communications LTD)

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Expansion of the series. 2.2.1 The Company may is entitled to issue additional Bonds (in the framework of either a private or a public offering) at any time time, and from time to time, at its exclusive discretion, without needing the consent of the Bondholders and/or Debentures holders or the Trustee, or the need to notify them, including the related corporation as defined in section 4.2 hereinafter, pursuant to the Law, additional Debentures of a subsidiary of the Companycertain Series, in conformity with all statutory provisions, the conditions of which whose terms shall be identical to the conditions terms of the Series B BondsDebentures already issued for this Series, at any price and in any manner that the Company shall deem fitit should consider, provided that This and this Deed shall also apply be applicable as well to all such any additional Bonds that shall Debentures, to be issued by the Company andCompany, and the status of the additional Debentures, as from the date of their issuance will be, with the required modifications, similar to the status of the issue date thereofDebentures issued in this issuance. The Trustee will act as Trustee for the Debentures of the issued series, as they shall be tantamount from time to the Series B Bonds issued initially. Notwithstanding that stated anywhere time in This Deed, an additional issuance of Series B Bonds exceeding the volume rated by a Rating Company within the scope of this series (on the date of This Deed, the sum is NIS 1,000,000,000 [one billion]), shall be executed subject to the assigning of an additional rating by a Rating Companycirculation, and provided that such additional issuance of Bonds of the same series shall not adversely affect the rating of the Bonds issued initially pursuant to This Deed, as the rating shall be at that time. If required, the Company shall obtain the approval of the TASE for such expansion. In this in the event of an the Series expansion as well, and the Trustee's consent to serve in the said position for the expanded series will not be required. However, in the event of the expansion of the Series B Bondsof the obligation certificates of the relevant Series (in any manner whatsoever – either as private offer or as prospectus, or in any other manner , including but not only, the Company realization of debentures options) the trustee will be entitled to require an increase in its fees, relative to the series expansion, as detailed in appendix 20 to this Deed, and the Company gives its a priori consent, by entering this Deed, to increase the fees of the Trustee shall decide whether as said, as from the Trustee’s fee should expansion date, and constantly until the termination of the trust period. In order to remove any doubt, the holders of the additional Debentures, as mentioned in this section above, will not be increased entitled to any interest for the interest periods whose determinant payment dates preceded the issue date The Debentures (Series C to E) and by what sum. 2.2.2 The the Debentures (Series B Bonds shall F to H), may be issued without a discountat their nominal value, with discount or with premium. If Should the value of the discount rate that shall be affixed set forth for Debentures of any Series following the Series B Bonds subsequent to an expansion of the series Debentures Series of Series B Bonds shall differ the same series, be different from the discount rate of the Debentures Series B Bonds of the same series in circulation at that time, then, around the time of the expansion of the Bond Series(if any), the Company shall apply to the Israel Tax Authority Authority, immediately before the expansion of the Debenture Series, in relation order to receive its approval that in regard to the deduction of the tax at source from the discount deduction fees in respect of for the Series B Bondssaid debentures, requesting its approval that a uniform discount rate shall will be affixed to calculated for the Series B Bondssaid debentures, according to a weighted formula that weights of the differing different discount rates in that Seriesof the said series, if any. 2.2.3 . Should such this approval be received, the Company shall will calculate the weighted discount rate in respect of for all the debentures of the Series B Bondssame series, and shall will publish an immediate report the rate of on the uniform weighted discountdiscount rate, and shall will deduct tax the taxes on the payment dates date of the Series B Bonds said debentures, according to such the above weighted discount rate rate, and pursuant to in conformance with the provisions of the Lawlegislation. Should such the approval not be received, then, shortly after receiving the Tax Authority’s noticegranted, the Company shall report its failure to receive such will announce in an immediate report, immediately after the receipt of the notification from the Tax Authority on the refusal of the said approval, and that the uniform discount rate shall will be the highest discount rate created in respect generated for the debentures of the Series B Bondssame series. The Company shall the company will deduct the tax at source when paying upon the Bonds payment of that Seriesthe payment of the debentures of the same series, according to the reported discount rate. Therefore, situations may occur when the Company deducts tax at source for a higher discount rate that shall be so reported. 2.2.4 Consequently, instances are possible whereby the Company shall deduct tax at source in respect of discount fees at a rate that is higher than the discount fees affixed set forth for any party that held Series B Bonds prior to the said expansion holders of debentures of the Series. In such instance, a taxpayer, who held Series B Bonds same series prior to the expansion of the Series said series. In this case, a tax payer that held debentures of the same series prior to the expansion of the series and up until the payment of the Series B Bondssaid debentures, shall be entitled to submit a tax statement to report the Tax Authority and receive a refund for the reimbursement of the tax that was deducted from the discount feesfee, to the extent that should it is be entitled to such refund by lawa reimbursement pursuant to the Law.

Appears in 1 contract

Samples: Deed of Trust (Internet Gold Golden Lines LTD)

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