Form of Securities. The Securities shall be substantially in the form of Exhibit A hereto. Definitive Securities shall be typed, printed, lithographed or engraved on steel engraved borders or may be produced in any other manner, all as determined by the officers of the Company executing such Securities, as conclusively evidenced by their execution of such Securities. The Securities shall be issued in registered form only. Principal of and premium, if any, and interest on the Securities issued in registered form will be payable, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical terms and provisions at the office or agency of the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear in the Security Register or by wire transfer to an account appropriately designated by the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place and to such account as may be designated by the Institutional Trustee.
Appears in 3 contracts
Samples: Indenture (State National Companies, Inc.), Indenture (Proassurance Corp), Indenture (Proassurance Corp)
Form of Securities. The Securities of each Series shall be in substantially the forms as shall be specified in, or pursuant to, the Authorizing Resolutions and/or in the form indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolutions and/or supplemental indenture (if any). The definitive Securities of Exhibit A hereto. Definitive Securities each Series shall be typed, printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other mannermanner permitted by the rules of any securities exchange on which the Securities and the Guarantees may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewith, all as shall be determined by the officers of the Company executing such SecuritiesSecurities and the Guarantees, as conclusively evidenced by their execution of such SecuritiesSecurities and the Guarantees. The Securities and the Guarantees may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall be issued in registered approve the form only. Principal of and premium, if any, and interest on the Securities issued and the Guarantees and the Guarantors shall approve the form of the Guarantees and, in registered form will be payableeach case, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical any notation, legend or endorsement on them. The terms and provisions at the office or agency of the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear contained in the Security Register or by wire transfer to an account appropriately designated by Securities and the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by Guarantees in such forms as specified in the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest Authorizing Resolutions and/or supplemental indenture (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place relating thereto, shall constitute, and to such account as may be designated by the Institutional Trusteeare hereby expressly made, a part of this Indenture.
Appears in 3 contracts
Samples: Indenture (Vectren Utility Holdings Inc), Indenture (Vectren Utility Holdings Inc), Indenture (Southern Indiana Gas & Electric Co)
Form of Securities. The Securities of each Series and the certificate of authentication thereon shall be in substantially the forms set forth in Exhibit A or in such other forms as shall be specified in, or pursuant to, the Authorizing Resolution and/or in the form indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other varia- tions as are required or permitted by this Indenture or the said Authorizing Resolution and/or supplemental indenture (if any). The definitive Securities of Exhibit A hereto. Definitive Securities each Series shall be typed, printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other mannermanner permitted by the rules of any securities exchange on which the Securities may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent here- with, all as shall be determined by the officers of the Company executing such Securities, as conclusively evidenced by their execution of such Securities. The Securities may have nota- tions, legends or endorsements required by law, stock exchange rule or usage. The Company shall be issued in registered approve the form only. Principal of and premium, if any, and interest on the Securities issued in registered form will be payableand any notation, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical legend or endorsement on them. The terms and provisions at the office or agency of the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear contained in the Security Register Securities, annexed hereto as Ex- hibit A or by wire transfer to an account appropriately designated by such other forms as specified in the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest Authorizing Resolution and/or supplemental indenture (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place relating thereto, shall constitute, and to such account as may be designated by the Institutional Trusteeare hereby expressly made, a part of this Indenture.
Appears in 2 contracts
Form of Securities. Each series of Securities is issuable in fully registered form without coupons in substantially the forms of Exhibit A (in the case of Series A Notes) and Exhibit B (in the case of Series B Notes) hereto. The definitive Securities shall be substantially in the form of Exhibit A hereto. Definitive Securities shall be typed, printed, lithographed or engraved on steel engraved borders or may be produced in any other manner, all as determined by the officers of the Company executing such Securities, as conclusively evidenced by their execution of such Securities. The Securities shall be issued are not issuable in registered form onlybearer form. Principal of and premium, if any, and interest on the Securities issued in registered form will be payable, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical The terms and provisions at contained in the office or agency applicable form of Security shall constitute, and are hereby expressly made, a part of this Indenture and the Trustee in WilmingtonCompany, Delawarethe Subsidiary Guarantors and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at extent any provision of any Security conflicts with the express provisions of this Indenture, the provisions of this Indenture shall govern and be controlling. Each Series of Securities may have such address as shall appear in the Security Register letters, numbers or by wire transfer to an account appropriately designated by the Holder entitled theretoother marks of identification and such notations, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation legends and surrender of the related Securities. Notwithstanding the foregoing, so long endorsements as the Holder officers executing the same may approve (execution thereof to be conclusive evidence of any Securities is such approval) and as are not inconsistent with the Institutional Trusteeprovisions of this Indenture, the payment of the principal of, premium, if any, and interest (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place and to such account or as may be required to comply with any law or with any rule or regulation made pursuant thereto or with any rule or regulation of any securities exchange or automated quotation system on which such series of Securities may be listed or designated by the Institutional Trusteefor issuance, or to conform to usage.
Appears in 2 contracts
Samples: Indenture (Interstate Bakeries Corp/De/), Indenture (Interstate Bakeries Corp/De/)
Form of Securities. The Securities of each Series and the certificate of authentication thereon shall be in substantially the forms set forth in Exhibit A or in such other forms as shall be specified in, or pursuant to, the Authorizing Resolution and/or in the form indenture supplemental hereto (if any) relating to such Series, with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture or the said Authorizing Resolution and/or supplemental indenture (if any). The definitive Securities of Exhibit A hereto. Definitive Securities each Series shall be typed, printed, lithographed or engraved or produced by any combination of these methods on steel engraved borders or may be produced in any other mannermanner permitted by the rules of any securities exchange on which the Securities may be listed, or, if they shall not be listed on any securities exchange, in any other manner consistent herewith, all as shall be determined by the officers of the Company executing such Securities, as conclusively evidenced by their execution of such Securities. The Securities may have notations, legends or endorsements required by law, stock exchange rule or usage. The Company shall be issued in registered approve the form only. Principal of and premium, if any, and interest on the Securities issued in registered form will be payableand any notation, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical legend or endorsement on them. The terms and provisions at the office or agency of the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear contained in the Security Register Securities, annexed hereto as Exhibit A or by wire transfer to an account appropriately designated by such other forms as specified in the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest Authorizing Resolution and/or supplemental indenture (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place relating thereto, shall constitute, and to such account as may be designated by the Institutional Trusteeare hereby expressly made, a part of this Indenture.
Appears in 2 contracts
Samples: Subordinated Indenture (Forest Oil Corp), Indenture (Forest Oil Corp)
Form of Securities. The Securities Initial Securities, the Subsidiary Guarantees endorsed thereon and the Trustee's certificate of authentication thereon shall be substantially in the form of Exhibit A hereto1 to Appendix A, which is hereby incorporated in and expressly made a part of this Indenture. Definitive The Exchange Securities, the Subsidiary Guarantees endorsed thereon and the Trustee's certificate of authentication thereon shall be substantially in the form of such Exhibit 1 except that the Assignment Form contained in Exhibit 2 to Appendix A, which is hereby incorporated in and expressly made a part of this Indenture, shall take the place of the Assignment Form appearing in Exhibit 1. The Securities shall be typedprinted, printedtypewritten, lithographed or engraved on steel engraved borders or may be produced in by any other mannercombination of those methods, all as determined by the officers of the Company Issuers executing such the Securities, as conclusively evidenced by their execution of such Securitiesthereof. The Securities shall be issued in registered form only. Principal of and premiummay have notations, legends or endorsements (including notations relating to the Subsidiary Guarantees) required by law, stock exchange rule, agreement to which the Company or Finance Corp. is subject, if any, and interest on or usage (provided that any such notation, legend or endorsement is in a form acceptable to the Issuers). Each Security shall be dated the date of its authentication. The terms of the Securities issued set forth in registered form will be payable, the transfer Exhibits 1 and 2 of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical terms and provisions at the office or agency Appendix A are part of the Trustee in Wilmington, Delaware; provided, however, that payment terms of interest on an Interest Payment Date may be made at the option of the Company by check mailed to the Holder entitled thereto at such address as shall appear in the Security Register or by wire transfer to an account appropriately designated by the Holder entitled thereto, while payments due at Stated Maturity or earlier redemption will be made by the Company in same-day funds against presentation and surrender of the related Securities. Notwithstanding the foregoing, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest (including Compound Interest and Additional Tax Sums, if any) on such Securities held by the Institutional Trustee will be made by the Company in same-day funds at such place and to such account as may be designated by the Institutional Trusteethis Indenture.
Appears in 1 contract
Samples: Indenture (Egan Hub Partners Lp)
Form of Securities. (a) The Securities shall be substantially of each series are issuable in fully registered form, without coupons, in denominations of $1,000 and integral multiples of $1,000 above that amount, with applicable legends as are provided for in Section 2.3 and in the form of which is contained in Exhibit A hereto. Definitive Securities hereto (each a "PHYSICAL SECURITY" and, collectively, the "PHYSICAL SECURITY" and, if such a Physical Security is issued in the name of the Depositary, each a "GLOBAL SECURITY" and, collectively, the "GLOBAL SECURITIES") or as shall be typedestablished by or pursuant to one or more Board Resolutions (as set forth in a Board Resolution or, printedto the extent established pursuant to rather than set forth in a Board Resolution, lithographed an Officers' Certificate detailing such establishment) or engraved on steel engraved borders in one or more indentures supplemental hereto, in each case with such appropriate insertions, omissions, substitutions and other variations as are required or permitted by this Indenture and may have imprinted or otherwise reproduced thereon such legend or legends or endorsements, not inconsistent with the provisions of this Indenture, as may be produced in required to comply with any other mannerlaw or with any rules or regulations pursuant thereto, or with any rules of any securities exchange or to conform to general usage, all as may be determined by the officers of the Company Officers executing such SecuritiesSecurity, as conclusively evidenced by their execution of such SecuritiesSecurity. The Securities shall be issued are not issuable in registered form onlybearer form. Principal of and premium, if any, and interest on the Securities issued in registered form will be payable, the transfer of such Securities will be registrable and such Securities will be exchangeable for Securities bearing identical The terms and provisions at contained in the office form of Security shall constitute, and are hereby expressly made, a part of this Indenture and to the extent applicable, the Company, and the Trustee, by their execution and delivery of this Indenture, expressly agree to such terms and provisions and to be bound thereby. The Securities of each series shall be numbered, lettered or agency of otherwise distinguished in such manner or in accordance with such plan as the Trustee in Wilmington, Delaware; provided, however, that payment of interest on an Interest Payment Date may be made at the option Officers of the Company by check mailed executing the same may determine.
(b) By acceptance of a Restricted Security, each Holder, or beneficial owner thereof, represents and agrees for the benefit of the Company and America West that (1) it is (A) a Qualified Institutional Buyer within the meaning of Rule 144A, or (B) an "accredited investor" as defined in Rule 501(a) under the Securities Act and is holding this Security for investment purposes and not for distribution in violation of the Securities Act, (2) acknowledges that such Restricted Security, and the shares of Common Stock issuable upon conversion of such Restricted Security, have not been registered under the Securities Act or under any state securities laws, and (3) agrees that the Restricted Security must be held indefinitely unless subsequently registered under the Securities Act or unless an exemption from the registration requirements of the Securities Act is available.
(c) If Securities are issued upon the transfer, exchange or replacement of Restricted Securities, or if a request is made to remove the Restricted Security Legend from a Restricted Security, such Security so issued shall bear the Restricted Security Legend, or the Restricted Security Legend shall not be removed, as the case may be, and such Security shall be a Restricted Security unless there is delivered to the Holder entitled thereto at Company and the Registrar such address as satisfactory evidence, which shall appear in the Security Register or by wire transfer to an account appropriately designated by include a written opinion from counsel of the Holder entitled theretorequesting such transfer, while payments due at Stated Maturity exchange or earlier redemption will replacement or the removal of the Restricted Security Legend, as the case may be, as may be made reasonably required by the Company in same-day funds against presentation and surrender the Registrar, that neither such legend nor the restrictions on transfer set forth therein are required to ensure that transfers thereof comply with the provisions of the related SecuritiesSecurities Act. Notwithstanding the foregoingUpon (i) provision of such satisfactory evidence, so long as the Holder of any Securities is the Institutional Trustee, the payment of the principal of, premium, if any, and interest or (including Compound Interest and Additional Tax Sums, if anyii) on such Securities held by the Institutional Trustee will be made notification by the Company in same-day funds to the Trustee and Registrar of the sale of such Security pursuant to a registration statement that is effective under the Securities Act at the time of such place sale, the Trustee, at the written direction of the Company, shall authenticate and deliver a Security that does not bear the Restricted Security Legend. If the Restricted Security Legend is removed from the face of a Security and such Security is subsequently held by an Affiliate of the Company, the Company shall (a) inform the Trustee of such transfer, and (b) cause such Affiliate to deliver such account as may be designated by Security to the Institutional TrusteeTrustee for reinsertion of the Restricted Security Legend.
Appears in 1 contract