General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities which may be authenticated and delivered and Outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, bear interest at such rate or rates (which may be fixed or floating), from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities registered as such on the related Regular Record Dates, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Prices or Repayment Price or Prices, as the case may be, whether at the option of the Holder or otherwise, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution or in or pursuant to the supplemental indenture creating that series. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for: (a) the title of the Securities of the series (which shall distinguish the Securities of the series from all other series of Securities); (b) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder); (c) the Person to whom any interest on a Security of the series shall be payable, if other than the Person in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest; (d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension; (e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the series will bear interest or the method by which such rate or rates shall be determined, the date from which such interest will accrue or the method by which such date or dates shall be determined and the right (if any) to extend such dates and the duration of such extension; (f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation; (g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable; (h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof; (i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1; (j) if the principal of (and premium, if any) or interest, if any, on the Securities of the series are to be payable, at the election of the Company or a Holder thereof, in a coin or currency other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made; (k) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the series may be determined with reference to an index based on a coin or currency other than that in which the Securities are stated to be payable or pursuant to a formula, the manner in which such amounts shall be determined; (l) any provisions permitted by this Indenture relating to Events of Default or covenants of the Company with respect to such series of Securities; (m) if the principal amount payable at the Stated Maturity of any Securities of the series will not be determinable as of any one or more dates prior to the Stated Maturity, the amount which shall be deemed to be the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined); (n) if applicable, that the Securities of the series, in whole or any specified part, shall not be defeasible pursuant to Section 13.2 or Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced; (o) if applicable, that any Securities of the series shall be issuable in whole or in part in the form of one or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security may be exchanged in whole or in part for Securities registered, and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereof; (p) providing collateral to the Trustee to secure payment of the principal of (and premium, if any) and interest on the Securities of any series, and provisions for the release of any such collateral; and (q) any other terms of the series (which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any terms required or appropriate to establish one or more series of Securities issued in a Periodic Offering. All Securities of any one series (other than Securities offered in a Periodic Offering) shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such indenture supplemental hereto. If any of the terms of the series, including the form of Security of such series, are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action setting forth the terms of such series shall be certified by the Secretary or an Assistant Secretary or other authorized officer of the Company, and delivered to the Trustee at or prior to the delivery of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of Securities. With respect to Securities of a series offered in a Periodic Offering, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for Securities of such series and provide either that the specific terms of particular Securities of such series shall be specified in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities Securities which may be authenticated and delivered and Outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, be issuable at such premium over or discount from their face value, bear interest at such rate or rates (which may be fixed or floating), from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities registered as such on the related such Regular Record Dates, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Prices or Repayment Price or Prices, as the case may be, whether at the option of the Holder or otherwise, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution or in or pursuant to the supplemental indenture creating that series. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for:
(a1) the title exchange or conversion of the Securities of that series, at the series (which shall distinguish option of the Holders thereof, for or into new Securities of a different series or other securities or other property of the series from all Company or another Person, including shares of common stock, preferred stock, indebtedness or securities of any kind of the Company, any subsidiary of the Company or of any other series of Securities)Person or securities directly or indirectly convertible into or exchangeable for any such securities;
(b2) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, a sinking or in exchange for, purchase fund or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder)analogous obligation;
(c3) the Person to whom any interest on a Security of the series shall be payable, if other than U.S. dollars, the Person currency or currencies or units based on or related to currencies (including European Currency Units) in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension;
(e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the such series will bear interest or the method by which such rate or rates shall be determineddenominated and in which payments of principal of, the date from which and any premium and interest on, such interest will accrue Securities shall or the method by which such date or dates shall may be determined and the right (if any) to extend such dates and the duration of such extensionpayable;
(f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation;
(g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable;
(h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof;
(i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1;
(j4) if the principal of (and premium, if any) or interest, if any, on the Securities of the such series are to be payable, at the election of the Company or a Holder holder thereof, in a coin currency or currency currencies or units based on or related to currencies (including European Currency Units) other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made;
(k5) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the such series may be determined with reference to an index based on (i) a coin currency or currency currencies or units based on or related to currencies (including European Currency Units) other than that in which the Securities are stated to be payable payable, (ii) changes in the price of one or pursuant to a formulamore other securities or groups or indexes of securities or (iii) changes in the prices of one or more commodities or groups or indexes of commodities, or any combination of the foregoing, the manner in which such amounts shall be determined;
(l6) any provisions permitted by this Indenture if the aggregate principal amount of the Securities of that series is to be limited, such limitations, and the maturity date of the principal amount of the Securities of that series (which may be fixed or extendible), and the rate or rates (which may be fixed or floating) per annum at which the Securities of such series will bear interest, if any, or the method of determining such rate or rates and the payment dates and record dates relating to Events of Default or covenants of the Company with respect to such series of Securitiesinterest payments;
(m7) if the principal amount payable exchange of Securities of that series, at the Stated Maturity option of any the Holders thereof, for other Securities of the same series will not be determinable as of the same aggregate principal amount of a different authorized kind or different authorized denomination or denominations, or both;
(8) the appointment by the Trustee of an Authenticating Agent in one or more places other than the location of the office of the Trustee with power to act on behalf of the Trustee and subject to its direction in the authentication and delivery of the Securities of any one or more dates prior series in connection with such transactions as shall be specified in the provisions of this Indenture or in or pursuant to the Stated Maturity, Board Resolution or the supplemental indenture creating such series;
(9) the percentage of their principal amount of which shall such Securities will be deemed to be issued and the portion of the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined);
(n) if applicable, that the Securities of the series, in whole or any specified partif other than the total principal amount thereof, which shall not be defeasible payable upon declaration of acceleration of the Maturity thereof pursuant to Section 13.2 502 or provable in bankruptcy pursuant to Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced504;
(o10) any Event of Default with respect to the Securities of such series, if not set forth herein and any additions, deletions or other changes to the Events of Default set forth herein that shall be applicable to the Securities of such series (including a provision making any Event of Default set forth herein inapplicable to the Securities of that series);
(11) any covenant solely for the benefit of the Securities of such series and any additions, deletions or other changes to the provisions of Article Ten or any definitions relating to such Article that shall be applicable to the Securities of such series (including a provision making any Section of such Article inapplicable to the Securities of such series);
(12) the applicability of Section 402(b) of this Indenture to the Securities of such series;
(13) if applicable, that any the Securities of the series shall be issuable issued in whole or in part in the form of one a Global Security or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends terms and conditions, if any, upon which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security Securities may be exchanged in whole or in part for Securities registered, other individual Securities; and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereofGlobal Securities (if other than the Depositary specified in Section 101 hereof);
(p14) providing collateral to the Trustee to secure payment subordination of the principal Securities of (and premiumsuch series to any other indebtedness of the Company, if any) and interest on including without limitation, the Securities of any other series;
(15) if the Securities of the series are to be deposited as trust assets in a Heftel Capital Trust, the name of the applicable Heftel Capital Trust (which shall distinguish such statutory business trust from all other Heftel Capital Trusts) into which the Securities of the series are to be deposited as trust assets and provisions for the release date of any its Declaration of Trust;
(16) if the Securities of the series are to have an interest deferral feature, the terms relating to such collateralinterest deferral feature; and
(q17) any other terms of the series (series, which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any all upon such terms required as may be determined in or appropriate pursuant to establish one a Board Resolution or more series of Securities issued in or pursuant to a Periodic Offeringsupplemental indenture with respect to such series. All Securities of any one the same series (other than Securities offered in a Periodic Offering) shall be substantially identical in tenor and effect, except as to denomination and except as may otherwise denomination. The form of the Securities of each series shall be provided established pursuant to the provisions of this Indenture in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such or pursuant to the supplemental indenture supplemental hereto. If any of the terms of the series, including the form of Security of creating such series, are established by action taken pursuant to a Board Resolution, a copy . The Securities of an appropriate record of such action setting forth the terms of such each series shall be certified by distinguished from the Secretary or an Assistant Secretary or Securities of each other authorized officer of the Companyseries in such manner, and delivered reasonably satisfactory to the Trustee at or prior to Trustee, as the delivery Board of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of SecuritiesDirectors may determine. With Unless otherwise provided with respect to Securities of a series offered in a Periodic Offeringparticular series, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for the Securities of such any series and provide either that the specific terms of particular Securities of such series shall may only be specified issuable in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3registered form, without coupons. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Heftel Capital Trust Ii)
General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities Securities which may be authenticated and delivered and Outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits 29 21 hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, be issuable at such premium over or discount from their face value, bear interest at such rate or rates (which may be fixed or floating), from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities registered as such on the related such Regular Record Dates, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Prices or Repayment Price or Prices, as the case may be, whether at the option of the Holder or otherwise, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution or in or pursuant to the supplemental indenture creating that series. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for:
(a1) the title exchange or conversion of the Securities of that series, at the series (which shall distinguish option of the Holders thereof, for or into new Securities of a different series or other securities or other property, including shares of common stock, preferred stock, indebtedness or securities of any kind of the series from all other series Company, any subsidiary of Securities)the Company or any third party or Securities directly or indirectly convertible into or exchangeable for any such securities;
(b2) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, a sinking or in exchange for, purchase fund or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder)analogous obligation;
(c3) the Person to whom any interest on a Security of the series shall be payable, if other than U.S. dollars, the Person currency or currencies or units based on or related to currencies (including European Currency Units) in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension;
(e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the such series will bear interest or the method by which such rate or rates shall be determineddenominated and in which payments of principal of, the date from which and any premium and interest on, such interest will accrue Securities shall or the method by which such date or dates shall may be determined and the right (if any) to extend such dates and the duration of such extensionpayable;
(f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation;
(g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable;
(h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof;
(i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1;
(j4) if the principal of (and premium, if any) or interest, if any, on the Securities of the such series are to be payable, at the election of the Company or a Holder holder thereof, in a coin currency or currency currencies or units based on or related to currencies (including European 30 22 Currency Units) other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made;
(k5) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the such series may be determined with reference to an index based on (i) a coin currency or currency currencies or units based on or related to currencies (including European Currency Units) other than that in which the Securities are stated to be payable payable, (ii) changes in the price of one or pursuant to a formulamore other Securities or groups or indexes of Securities or (iii) changes in the prices of one or more commodities or groups or indexes of commodities, or any combination of the foregoing, the manner in which such amounts shall be determined;
(l6) any provisions permitted by this Indenture relating to Events of Default or covenants if the aggregate principal amount of the Company with respect Securities of that series is to be limited, such series of Securitieslimitations;
(m7) if the principal amount payable exchange of Securities of that series, at the Stated Maturity option of any the Holders thereof, for other Securities of the same series will not be determinable as of the same aggregate principal amount of a different authorized kind or different authorized denomination or denominations, or both;
(8) the appointment by the Trustee of an Authenticating Agent in one or more places other than the location of the office of the Trustee with power to act on behalf of the Trustee and subject to its direction in the authentication and delivery of the Securities of any one or more dates prior series in connection with such transactions as shall be specified in the provisions of this Indenture or in or pursuant to the Stated Maturity, Board Resolution or the amount which shall be deemed to be supplemental indenture creating such series;
(9) the portion of the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined);
(n) if applicable, that the Securities of the series, in whole or any specified partif other than the total principal amount thereof, which shall not be defeasible payable upon declaration of acceleration of the Maturity thereof pursuant to Section 13.2 502 or provable in bankruptcy pursuant to Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced504;
(o10) making any Event of Default set forth herein inapplicable to the Securities of that series);
(11) any covenant solely for the benefit of the Securities of such series and any additions, deletions or other changes to the provisions of Article Ten or any definitions relating to such Article that shall be applicable to the Securities of such series (including a provision making any Section of such Article inapplicable to the Securities of such series);
(12) the applicability of Section 403 of this Indenture to the Securities of such series;
(13) if applicable, that any the Securities of the series shall be issuable issued in whole or in part in the form of one a Global Security or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends terms and conditions, if any, upon which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security Securities may be exchanged in whole or in part for Securities registered, other individual Securities; and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereofGlobal Securities (if other than the Depositary specified in Section 101 hereof);
(p14) providing collateral to the Trustee to secure payment subordination of the principal Securities of (and premiumsuch series to any other indebtedness of the Company, if any) and interest on including without limitation, the Securities of any other series;
(15) if the Securities of the series are to be deposited as trust assets in a CCCI Capital Trust, the name of the applicable CCCI Capital Trust (which shall distinguish such statutory business trust from all other CCCI Capital Trusts) into which the Securities of the series are to be deposited as trust assets and provisions for the release date of its Declaration of Trust;
(16) the applicability of Section 1202(b) and any such collateralchanges or additions to Article Twelve, including the addition of additional covenants that may be subject to the covenant defeasance option pursuant to Section 1202(b)(ii); and
(q17) any other terms of the series (series, which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any all upon such terms required as may be determined in or appropriate pursuant to establish one a Board Resolution or more series of Securities issued in or pursuant to a Periodic Offeringsupplemental indenture with respect to such series. All Securities of any one the same series (other than Securities offered in a Periodic Offering) shall be substantially identical in tenor and effect, except as to denomination and except as may otherwise denomination. 32 24 The form of the Securities of each series shall be provided established pursuant to the provisions of this Indenture in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such or pursuant to the supplemental indenture supplemental hereto. If any of the terms of the series, including the form of Security of creating such series, are established by action taken pursuant to a Board Resolution, a copy . The Securities of an appropriate record of such action setting forth the terms of such each series shall be certified by distinguished from the Secretary or an Assistant Secretary or Securities of each other authorized officer of the Companyseries in such manner, and delivered reasonably satisfactory to the Trustee at or prior to Trustee, as the delivery Board of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of SecuritiesDirectors may determine. With Unless otherwise provided with respect to Securities of a series offered in a Periodic Offeringparticular series, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for the Securities of such any series and provide either that the specific terms of particular Securities of such series shall may only be specified issuable in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3registered form, without coupons. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
Samples: Junior Subordinated Indenture (Ccci Capital Trust Iii)
General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities Securities which may be authenticated and delivered and Outstanding outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, be issuable at such premium over or discount from their face value, bear interest at such rate or rates (which may be fixed or floating)rates, from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities registered as such on the related such Regular Record Dates, or to such other Persons, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Redemption Prices or Repayment Price or Repayment Prices, as the case may be, whether at the option of the Holder or otherwisethe Company, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution Resolution, or in or pursuant to the supplemental indenture creating that series. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for:
(a) the title of the Securities of the series (which shall distinguish the Securities of the series from all other series of Securities);
(b) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder);
(c) the Person to whom any interest on a Security of the series shall be payable, if other than the Person in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension;
(e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the series will bear interest or the method by which such rate or rates shall be determined, the date from which such interest will accrue or the method by which such date or dates shall be determined and the right (if any) to extend such dates and the duration of such extension;
(f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation;
(g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable;
(h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof;
(i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1;
(j) if the principal of (and premium, if any) or interest, if any, on the Securities of the series are to be payable, at the election of the Company or a Holder thereof, in a coin or currency other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made;
(k) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the series may be determined with reference to an index based on a coin or currency other than that in which the Securities are stated to be payable or pursuant to a formula, the manner in which such amounts shall be determined;
(l) any provisions permitted by this Indenture relating to Events of Default or covenants of the Company with respect to such series of Securities;
(m) if the principal amount payable at the Stated Maturity of any Securities of the series will not be determinable as of any one or more dates prior to the Stated Maturity, the amount which shall be deemed to be the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined);
(n) if applicable, that the Securities of the series, in whole or any specified part, shall not be defeasible pursuant to Section 13.2 or Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced;
(o) if applicable, that any Securities of the series shall be issuable in whole or in part in the form of one or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security may be exchanged in whole or in part for Securities registered, and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereof;
(p) providing collateral to the Trustee to secure payment of the principal of (and premium, if any) and interest on the Securities of any series, and provisions for the release of any such collateral; and
(q) any other terms of the series (which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any terms required or appropriate to establish one or more series of Securities issued in a Periodic Offering. All Securities of any one series (other than Securities offered in a Periodic Offering) shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such indenture supplemental hereto. If any of the terms of the series, including the form of Security of such series, are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action setting forth the terms of such series shall be certified by the Secretary or an Assistant Secretary or other authorized officer of the Company, and delivered to the Trustee at or prior to the delivery of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of Securities. With respect to Securities of a series offered in a Periodic Offering, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for Securities of such series and provide either that the specific terms of particular Securities of such series shall be specified in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities Securities which may be authenticated and delivered and Outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, be issuable at such premium over or discount from their face value, bear interest at such rate or rates (which may be fixed or floating), from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities Securityholders registered as such on the related Regular Record Dates, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Prices or Repayment Price or Prices, as the case may be, whether at the option of the Holder or otherwise, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution or in or pursuant to the supplemental indenture creating that series. Notwithstanding any statement in the Indenture to the contrary, the Bank will not issue additional new Securities that are treated for non-tax purposes as a single series with the original new Securities but are treated as a separate series for U.S. federal income tax purposes. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for:
(a) the title exchange or conversion of the Securities of that series, at the series (which shall distinguish option of the Holders thereof, for or into new Securities of a different series or other securities or other property, including shares of capital stock of the series from all other series Bank or any Subsidiary of Securities)the Bank or securities directly or indirectly convertible into or exchangeable for any such shares;
(b) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, a sinking or in exchange for, purchase fund or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder)analogous obligation;
(c) if other than U.S. dollars, the Person currency or currencies or units based on or related to whom any interest on a Security currencies (including Euros) in which the Securities of the such series shall be denominated and in which payments of principal of, and any premium and interest on, such Securities shall or may be payable, if other than the Person in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension;
(e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the series will bear interest or the method by which such rate or rates shall be determined, the date from which such interest will accrue or the method by which such date or dates shall be determined and the right (if any) to extend such dates and the duration of such extension;
(f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation;
(g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable;
(h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof;
(i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1;
(j) if the principal of (and premium, if any) or interest, if any, on the Securities of the such series are to be payable, at the election of the Company Bank or a Holder holder thereof, in a coin currency or currency currencies or units based on or related to currencies (including Euros) other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made;
(ke) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the such series may be determined with reference to an index based on (i) a coin currency or currency currencies or units based on or related to currencies (including Euros) other than that in which the Securities are stated to be payable payable, (ii) changes in the price of one or pursuant to a formulamore other securities or groups or indexes of securities or (iii) changes in the prices of one or more commodities or groups or indexes of commodities, or any combination of the foregoing, the manner in which such amounts shall be determined;
(lf) if the aggregate principal amount of the Securities of that series is to be limited, such limitations;
(g) the exchange of Securities of that series, at the option of the Holders thereof, for other Securities of the same series of the same aggregate principal amount of a different authorized kind or different authorized denomination or denominations, or both;
(h) the appointment by the Trustee of an Authenticating Agent in one or more places other than the location of the office of the Trustee with power to act on behalf of the Trustee and subject to its direction in the authentication and delivery of the Securities of any one or more series in connection with such transactions as shall be specified in the provisions of this Indenture or in or pursuant to the Board Resolution or the supplemental indenture creating such series;
(i) the portion of the principal amount of Securities of the series, if other than the total principal amount thereof, which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 or provable in bankruptcy pursuant to Section 5.4;
(j) any provisions permitted by this Indenture relating Event of Default with respect to the Securities of such series, if not set forth herein and any additions, deletions or other changes to the Events of Default or covenants set forth herein that shall be applicable to the Securities of such series (including a provision making any Event of Default set forth herein inapplicable to the Securities of that series);
(k) any covenant solely for the benefit of the Company with respect Securities of such series and any additions, deletions or other changes to the provisions of Article Ten or any definitions relating to such Article that shall be applicable to the Securities of such series (including a provision making any Section of Securitiessuch Article inapplicable to the Securities of such series);
(l) applicability of Article Twelve of this Indenture to the Securities of such series;
(m) if the principal amount payable at the Stated Maturity of any Securities of the series will not be determinable as of any one or more dates prior to the Stated Maturity, the amount which shall be deemed to be the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined);
(n) if applicable, that the Securities of the series, in whole or any specified part, shall not be defeasible pursuant to Section 13.2 or Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced;
(o) if applicable, that any Securities of the series shall be issuable issued in whole or in part in the form of one a Global Security or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends terms and conditions, if any, upon which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security Securities may be exchanged in whole or in part for Securities registered, other individual Securities; and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereofGlobal Securities (if other than the Depositary specified in Section 1.1 hereof);
(pn) providing collateral to the Trustee to secure payment subordination of the principal Securities of (and premiumsuch series to any other indebtedness of the Bank, if any) and interest on including the Securities of any other series, ;
(o) whether such Securities shall be issued as part of a new or existing series of Securities and provisions for the release title of any such collateralSecurities (which shall distinguish the Securities of the series from Securities of another series); and
(qp) any other terms of the series (series, which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any all upon such terms required as may be determined in or appropriate pursuant to establish one a Board Resolution or more series of Securities issued in or pursuant to a Periodic Offeringsupplemental indenture with respect to such series. All Securities of any one the same series (other than Securities offered in a Periodic Offering) shall be substantially identical in tenor and effect, except as to denomination and except as may otherwise denomination. The form of the Securities of each series shall be provided established pursuant to the provisions of this Indenture in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such or pursuant to the supplemental indenture supplemental hereto. If any of the terms of the series, including the form of Security of creating such series, are established by action taken pursuant to a Board Resolution, a copy . The Securities of an appropriate record of such action setting forth the terms of such each series shall be certified by distinguished from the Secretary or an Assistant Secretary or Securities of each other authorized officer of the Companyseries in such manner, and delivered reasonably satisfactory to the Trustee at or prior to Trustee, as the delivery Board of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of SecuritiesDirectors may determine. With Unless otherwise provided with respect to Securities of a series offered in a Periodic Offeringparticular series, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for the Securities of such any series and provide either that the specific terms of particular Securities of such series shall may only be specified issuable in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3registered form, without coupons. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
Samples: Indenture (Banco Santander Chile)
General Title; General Limitations; Issuable in Series; Terms of Particular Series. The aggregate principal amount of securities Securities which may be authenticated and delivered and Outstanding under this Indenture is not limited. The Securities issued under this Indenture may be issued in one or more series up to an aggregate principal amount of Securities as from time to time may be authorized by the Board of Directors. The Securities shall be direct, unsecured (unless one or more series of Securities is secured pursuant to the provision of a supplement to this Indenture) obligations of the Company and shall rank without preference or priority among themselves and pari passu with all existing and future unsecured and unsubordinated Indebtedness of the Company, provided, that if any existing or future Indebtedness of the Company or any Subsidiary or any other Person is secured by any Lien on any Property of the Company or any Subsidiary, whether such Lien is assumed or created or otherwise brought into existence prior to the issuance of any Securities under this Indenture or thereafter, then such Securities shall be secured to the extent provided in Section 10.10 hereof. All Securities of each series under this Indenture shall in all respects be equally and ratably entitled to the benefits hereof with respect to such series without preference, priority or distinction on account of the actual time of the authentication and delivery or Stated Maturity of the Securities of such series. Each series of Securities shall be created either by or pursuant to a Board Resolution or by or pursuant to an indenture supplemental hereto. The Securities of each such series may bear such date or dates, be payable at such place or places, have such Stated Maturity or Maturities, be issuable at such premium over or discount from their face value, bear interest at such rate or rates (which may be fixed or floating), from such date or dates, payable in such installments and on such dates and at such place or places to the Holders of Securities registered as such on the related Regular Record Dates, or may bear no interest, and may be redeemable or repayable at such Redemption Price or Prices or Repayment Price or Prices, as the case may be, whether at the option of the Holder or otherwise, and upon such terms, all as shall be provided for in or pursuant to the Board Resolution or in or pursuant to the supplemental indenture creating that series; provided, however, that any Securities issued with original issue discount ("OID") for Federal income tax purposes shall not be issued as part of the same series of any Securities that are issued with a different amount of OID or are not issued with OID. There may also be established in or pursuant to a Board Resolution and, subject to Section 3.3, set forth, or determined in the manner provided, in an Officers' Certificate, or pursuant to a supplemental indenture prior to the issuance of Securities of each such series, provision for:
(a1) the title exchange or conversion of the Securities of that series, at the series (which shall distinguish option of the Holders thereof, for or into new Securities of a different series or other securities or other property, including shares of capital stock of the series from all other series Company or any subsidiary of Securities)the Company or securities directly or indirectly convertible into or exchangeable for any such shares;
(b2) any limit upon the aggregate principal amount of the Securities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, a sinking or in exchange for, purchase fund or in lieu of, other Securities of the series pursuant to Sections 3.4, 3.5, 3.6, 9.6 or 11.7 hereof and except for any Securities which, pursuant to Section 3.3 hereof, are deemed never to have been authenticated and delivered hereunder)analogous obligation;
(c3) the Person to whom any interest on a Security of the series shall be payable, if other than U.S. dollars, the Person currency or currencies or units based on or related to currencies (including EURO) in whose name the Security (or one or more Predecessor Securities) is registered at the close of business on the Regular Record Date for such interest;
(d) the date or dates on which the principal or installments of principal of any Securities of the series is payable and any rights to extend such date or dates and the duration of such extension;
(e) the rate or rates (which may be fixed or variable) per annum at which the Securities of the such series will bear interest or the method by which such rate or rates shall be determineddenominated and in which payments of principal of, the date from which and any premium and interest on, such interest will accrue Securities shall or the method by which such date or dates shall may be determined and the right (if any) to extend such dates and the duration of such extensionpayable;
(f) the obligation, if any, of the Company to redeem, repay or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof, and the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed, repaid or purchased, in whole or in part, pursuant to such obligation;
(g) if other than denominations of $1,000 and any integral multiple thereof, the denominations in which any Securities of the series shall be issuable;
(h) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 5.2 hereof;
(i) if other than such coin or currency of the United States of America as at the time of payment is legal tender for payment of public or private debts, the coin or currency in which payment of the principal of (and premium, if any) and interest, if any, on the Securities of the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 1.1;
(j4) if the principal of (and premium, if any) or interest, if any, on the Securities of the such series are to be payable, at the election of the Company or a Holder holder thereof, in a coin currency or currency currencies or units based on or related to currencies (including European Currency Units) other than that in which the Securities are stated to be payable, the period or periods within which, and the terms and conditions upon which, such election may be made;
(k5) if the amount of payments of principal of (and premium, if any) or interest, if any, on the Securities of the such series may be determined with reference to an index based on (i) a coin currency or currency currencies or units based on or related to currencies (including European Currency Units) other than that in which the Securities are stated to be payable payable, (ii) changes in the price of one or pursuant to a formulamore other securities or groups or indexes of securities or (iii) changes in the prices of one or more commodities or groups or indexes of commodities, or any combination of the foregoing, the manner in which such amounts shall be determined;
(l6) any provisions permitted by this Indenture relating to Events of Default or covenants if the aggregate principal amount of the Company with respect Securities of that series is to be limited, such series of Securitieslimitations;
(m7) if the principal amount payable exchange of Securities of that series, at the Stated Maturity option of any the Holders thereof, for other Securities of the same series will not be determinable as of the same aggregate principal amount of a different authorized kind or different authorized denomination or denominations, or both;
(8) the appointment by the Trustee of an Authenticating Agent in one or more places other than the location of the office of the Trustee with power to act on behalf of the Trustee and subject to its direction in the authentication and delivery of the Securities of any one or more dates prior series in connection with such transactions as shall be specified in the provisions of this Indenture or in or pursuant to the Stated Maturity, Board Resolution or the amount which shall be deemed to be supplemental indenture creating such series;
(9) the portion of the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in any such case, the manner in which such amount deemed to be the principal amount shall be determined);
(n) if applicable, that the Securities of the series, in whole or any specified partif other than the total principal amount thereof, which shall not be defeasible payable upon declaration of acceleration of the Maturity thereof pursuant to Section 13.2 502 or provable in bankruptcy pursuant to Section 13.3 or both such Sections and, if other than by a Company Order, the manner in which any election by the Company to defease such Securities shall be evidenced504;
(o10) any Event of Default with respect to the Securities of such series, if not set forth herein and any additions, deletions or other changes to the Events of Default set forth herein that shall be applicable to the Securities of such series (including a provision making any Event of Default set forth herein inapplicable to the Securities of that series);
(11) any covenant solely for the benefit of the Securities of such series and any additions, deletions or other changes to the provisions of Article Ten or any definitions relating to such Article that shall be applicable to the Securities of such series (including a provision making any Section of such Article inapplicable to the Securities of such series);
(12) the applicability of Article Twelve of this Indenture to the Securities of such series;
(13) if applicable, that any the Securities of the series shall be issuable issued in whole or in part in the form of one a Global Security or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any legend or legends terms and conditions, if any, upon which shall be borne by any such Global Security in addition to or in lieu of that set forth in Exhibit A and any circumstances in addition to or in lieu of those set forth in Sections 2.4, 3.4 and 3.5 in which any such Global Security Securities may be exchanged in whole or in part for Securities registered, other individual Securities; and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereofGlobal Securities (if other than the Depositary specified in Section 101 hereof);
(p14) providing collateral to the Trustee to secure payment subordination of the principal Securities of (and premiumsuch series to any other indebtedness of the Company, if any) and interest on including the Securities of any other series;
(15) whether such Securities shall be issued as part of a new or existing series of Securities and the title of such Securities (which shall distinguish the Securities of the series from Securities of another series);
(16) if applicable, and provisions for that such Securities shall not be issued in the release form of any such collateralSecurities set forth in Exhibit A-1 that are subject to Appendix A, but shall be issued in the form of Exchange Securities as set forth in Exhibit A-2; and
(q17) any other terms of the series (series, which terms shall not be inconsistent with the provisions of this Indenture), including, without limitation, any all upon such terms required as may be determined in or appropriate pursuant to establish one a Board Resolution or more series of Securities issued in or pursuant to a Periodic Offeringsupplemental indenture with respect to such series. All Securities of any one the same series (other than Securities offered in a Periodic Offering) shall be substantially identical in tenor and effect, except as to denomination and except as may otherwise denomination. The form of the Securities of each series shall be provided established pursuant to the provisions of this Indenture in or pursuant to the Board Resolution referred to above and set forth in the Officers' Certificate referred to above or in any such or pursuant to the supplemental indenture supplemental hereto. If any of the terms of the series, including the form of Security of creating such series, are established by action taken pursuant to a Board Resolution, a copy . The Securities of an appropriate record of such action setting forth the terms of such each series shall be certified by distinguished from the Secretary or an Assistant Secretary or Securities of each other authorized officer of the Companyseries in such manner, and delivered reasonably satisfactory to the Trustee at or prior to Trustee, as the delivery Board of the Company Order contemplated by Section 3.3 hereof for the authentication and delivery of such series of SecuritiesDirectors may determine. With Unless otherwise provided with respect to Securities of a series offered in a Periodic Offeringparticular series, such Board Resolution and Officers' Certificate or supplemental indenture may provide general terms or parameters for the Securities of such any series and provide either that the specific terms of particular Securities of such series shall may only be specified issuable in a Company Order or that such terms shall be determined by the Company or its agents in accordance with other procedures specified in a Company Order as contemplated by the third paragraph of Section 3.3registered form, without coupons. Any terms or provisions in respect of the Securities of any series issued under this Indenture may be determined pursuant to this Section by providing in a Board Resolution or supplemental indenture for the method by which such terms or provisions shall be determined.
Appears in 1 contract
Samples: Indenture (Hqi Transelec Chile S A)
