Holders' Compliance with Registration Rights Agreement. Each Holder of a Note, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. The Company will furnish to any Holder of a Note upon written request and without charge a copy of the Indenture. Requests may be made to: TEREX CORPORATION, 000 Xxxx Xxxx Xxxx, Xxxxxxxx, XX 00000, Attn: Secretary. [FORM OF NOTATION ON NOTE RELATING TO SUBSIDIARY GUARANTEE] SUBSIDIARY GUARANTEE (i) the due and punctual payment of the principal of and interest on the Notes, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, the due and punctual payment of interest on the overdue principal and interest, if any, on the Notes, to the extent lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms set forth in Article Eleven of the Indenture and (ii) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, subject to any applicable grace period, by acceleration or otherwise. The obligations of each Subsidiary Guarantor to the Holders of Notes and to the Trustee pursuant to the Subsidiary Guarantee and the Indenture are expressly set forth and are senior subordinated obligations of each Subsidiary Guarantor, to the extent and in the manner provided, in Articles Eleven and Twelve of the Indenture, and reference is hereby made to such Indenture for the precise terms of the Subsidiary Guarantee therein made. No stockholder, officer, director, employee or incorporator, as such, past, present or future, of each Subsidiary Guarantor shall have any liability under the Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director, employee or incorporator. The Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Notes upon which the Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized officers. KOEHRING CRANES, INC. By: ----------------------------------------- Name: Title: PAYHAULER CORP. By: ----------------------------------------- Name: Title: PPM CRANES, INC. By: ----------------------------------------- Name: Title: TEREX CRANES, INC. By: ----------------------------------------- Name: Title: TEREX MINING EQUIPMENT, INC. By: ----------------------------------------- Name: Title: TEREX-RO CORPORATION By: ----------------------------------------- Name: Title: TEREX-TELELECT, INC. By: ----------------------------------------- Name: Title: THE AMERICAN CRANE CORPORATION By: ----------------------------------------- Name: Title: O&K XXXXXXXXX & XXXXXX, INC. By: ----------------------------------------- Name: Title: AMIDA INDUSTRIES, INC. By: ----------------------------------------- Name: Title: CEDARAPIDS, INC. By: ----------------------------------------- Name: Title: STANDARD XXXXXX, INC. By: ------------------------------------------ Name: Title: STANDARD XXXXXX PRODUCTS, INC. By: ------------------------------------------ Name: Title: BL-PEGSON (USA), INC. By: ----------------------------------------- Name: Title: XXXXXXX AMERICA, INC. By: ------------------------------------------ Name: Title: XXXXXXX ENGINEERING, INC. By: ------------------------------------------ Name: Title: EARTHKING, INC. By: ------------------------------------------ Name: Title: FINLAY HYDRASCREEN USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN HOLDINGS USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN INTERNATIONAL LLC By: ------------------------------------------ Name: Title: POWERSCREEN NORTH AMERICA, INC. By: ------------------------------------------ Name: Title:
Appears in 1 contract
Samples: Indenture (Terex Corp)
Holders' Compliance with Registration Rights Agreement. Each Holder of a Note, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. therein./3/ The Company will furnish to any Holder of a Note upon written request and without charge a copy of the Notes Indenture. Requests may be made to: TEREX CORPORATIONXxxxx Equipment Company, 000 Xxxx Xxxx 0000 Xxxxxxx Xxxx, Xxxxxxxx, XX 00000, Attn: SecretaryD. Xxxxxxx Xxxxxx. _____________ /3/ To be included in the Initial Notes issued on the Issue Date and, to the extent applicable, any Additional Notes issued in the form of Initial Notes. [FORM OF NOTATION ON NOTE RELATING TO SUBSIDIARY GUARANTEE] SUBSIDIARY GUARANTEE
(i) the due and punctual payment of the principal of and interest on the Notes, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, the due and punctual payment of interest on the overdue principal and interest, if any, on the Notes, to the extent lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms set forth in Article Eleven Ten of the Notes Indenture and (ii) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, subject to any applicable grace period, by acceleration or otherwise. The obligations of each Subsidiary Guarantor to the Holders of Notes and to the Trustee pursuant to the Subsidiary Guarantee and the Notes Indenture are expressly set forth and are senior subordinated obligations of each Subsidiary Guarantor, to the extent and in the manner provided, in Articles Eleven and Twelve Article Ten of the Notes Indenture, and reference is hereby made to such Notes Indenture for the precise terms of the Subsidiary Guarantee therein made. No stockholder, officer, director, employee or incorporator, as such, past, present or future, of each Subsidiary the Guarantor shall have any liability under the Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director, employee or incorporator. The Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Notes upon which the Subsidiary Guarantee is noted shall have been executed by the Trustee under the Notes Indenture by the manual signature of one of its authorized officers. KOEHRING CRANES, INC. XXXXX EQUIPMENT COMPANY By: ----------------------------------------- :________________________________ Name: Title: PAYHAULER CORPASSIGNMENT FORM If you the Holder want to assign this Note, fill in the form below and have your signature guaranteed: I or we assign and transfer this Note to: ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Print or type name, address and zip code and social security or tax ID number of assignee) and irrevocably appoint _______________________, agent to transfer this Note on the books of the Company. By: ----------------------------------------- Name: Title: PPM CRANES, INC. By: ----------------------------------------- Name: Title: TEREX CRANES, INC. By: ----------------------------------------- Name: Title: TEREX MINING EQUIPMENT, INC. By: ----------------------------------------- Name: Title: TEREX-RO CORPORATION By: ----------------------------------------- Name: Title: TEREX-TELELECT, INC. By: ----------------------------------------- Name: Title: THE AMERICAN CRANE CORPORATION By: ----------------------------------------- Name: Title: O&K XXXXXXXXX & XXXXXX, INC. By: ----------------------------------------- Name: Title: AMIDA INDUSTRIES, INC. By: ----------------------------------------- Name: Title: CEDARAPIDS, INC. By: ----------------------------------------- Name: Title: STANDARD XXXXXX, INC. By: ------------------------------------------ Name: Title: STANDARD XXXXXX PRODUCTS, INC. By: ------------------------------------------ Name: Title: BL-PEGSON (USA), INC. By: ----------------------------------------- Name: Title: XXXXXXX AMERICA, INC. By: ------------------------------------------ Name: Title: XXXXXXX ENGINEERING, INC. By: ------------------------------------------ Name: Title: EARTHKING, INC. By: ------------------------------------------ Name: Title: FINLAY HYDRASCREEN USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN HOLDINGS USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN INTERNATIONAL LLC By: ------------------------------------------ Name: Title: POWERSCREEN NORTH AMERICA, INC. By: ------------------------------------------ Name: Title:The agent may substitute another to act for him.
Appears in 1 contract
Samples: Notes Indenture (Wec Co)
Holders' Compliance with Registration Rights Agreement. Each ------------------------------------------------------ Holder of a Note, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. The Company will furnish to any Holder of a Note upon written request and without charge a copy of the Indenture, which has the text of this Note in larger type. Requests may be made to: TEREX CORPORATIONHCC INDUSTRIES INC., 000 0000 Xxxxxx Xxxx Xxxx XxxxXxxxxxxxx, Xxxxxxxx, XX 00000, Attn: SecretaryXxxxxxxxxxx Xxxxxxx. [FORM OF NOTATION ON NOTE RELATING TO SUBSIDIARY GUARANTEE] SUBSIDIARY GUARANTEE
(i) the due and punctual payment of the principal of and interest on the Notes, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, the due and punctual payment of interest on the overdue principal and interest, if any, on the Notes, to the extent lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms set forth in Article Eleven of the Indenture and (ii) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, subject to any applicable grace period, by acceleration or otherwise. The obligations of each Subsidiary Guarantor to the Holders of Notes and to the Trustee pursuant to the Subsidiary Guarantee and the Indenture are expressly set forth and are senior subordinated obligations of each Subsidiary Guarantor, to the extent and in the manner provided, in Articles Eleven and Twelve of the Indenture, and reference is hereby made to such Indenture for the precise terms of the Subsidiary Guarantee therein made. No stockholder, officer, director, employee director or incorporator, as such, past, present or future, of each Subsidiary Guarantor shall have any liability under the Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director, employee director or incorporator. The Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Notes upon which the Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized officers. KOEHRING CRANES, INC. HERMETIC SEAL CORPORATION By: ----------------------------------------- :_____________________________ Name: Title: PAYHAULER CORP. By: ----------------------------------------- :_____________________________ Name: Title: PPM CRANES, INC. By: ----------------------------------------- Name: Title: TEREX CRANES, INC. By: ----------------------------------------- Name: Title: TEREX MINING EQUIPMENT, INC. By: ----------------------------------------- Name: Title: TEREX-RO CORPORATION By: ----------------------------------------- Name: Title: TEREX-TELELECT, INC. By: ----------------------------------------- Name: Title: THE AMERICAN CRANE CORPORATION By: ----------------------------------------- Name: Title: O&K XXXXXXXXX & XXXXXX, INC. By: ----------------------------------------- Name: Title: AMIDA INDUSTRIES, INC. By: ----------------------------------------- Name: Title: CEDARAPIDS, INC. By: ----------------------------------------- Name: Title: STANDARD XXXXXX, INC. By: ------------------------------------------ Name: Title: STANDARD XXXXXX GLASSEAL PRODUCTS, INC. By: ------------------------------------------ :_____________________________ Name: Title: BL-PEGSON (USA), INC. By: ----------------------------------------- :_____________________________ Name: Title: XXXXXXX AMERICA, SEALTRON INC. By: ------------------------------------------ :_____________________________ Name: Title: XXXXXXX ENGINEERING, INC. By: ------------------------------------------ :_____________________________ Name: Title: EARTHKING, INCSEALTRON ACQUISITION CORP. By: ------------------------------------------ :_____________________________ Name: Title: FINLAY HYDRASCREEN USA, INC. By: ------------------------------------------ :_____________________________ Name: Title: POWERSCREEN HOLDINGS USA, INC. HCC INDUSTRIES INTERNATIONAL By: ------------------------------------------ :__________________________ Name: Title: POWERSCREEN INTERNATIONAL LLC By: ------------------------------------------ :__________________________ Name: Title: POWERSCREEN NORTH AMERICAASSIGNMENT FORM If you the Holder want to assign this Note, INC. Byfill in the form below and have your signature guaranteed: ------------------------------------------ NameI or we assign and transfer this Note to: Title:________________________________________________________________________________ ________________________________________________________________________________
Appears in 1 contract
Holders' Compliance with Registration Rights Agreement. Each Holder of a Note, by acceptance hereof, acknowledges and agrees to the provisions of the Registration Rights Agreement, including, without limitation, the obligations of the Holders with respect to a registration and the indemnification of the Company to the extent provided therein. The Company will shall furnish to any Holder of a Note upon written request and without charge a copy of the Indenture. Requests may be made to: TEREX CORPORATIONENVIRONMENTAL SYSTEMS PRODUCTS HOLDINGS INC., 000 Xxxx Xxxx c/o Environmental Systems Products, Inc., 0 Xxxxxx Xxxx, XxxxxxxxXxxx Xxxxxx, XX Xxxxxxxxxxx 00000, Attn: SecretaryXxxxx X. Xxxxxxxx. [FORM OF NOTATION ON NOTE RELATING TO SUBSIDIARY GUARANTEE] SUBSIDIARY GUARANTEE
(i) the due and punctual payment of the principal of and interest on the Notes, subject to any applicable grace period, whether at maturity, by acceleration or otherwise, the due and punctual payment of interest on the overdue principal and interest, if any, on the Notes, to the extent lawful, and the due and punctual performance of all other obligations of the Company to the Holders or the Trustee all in accordance with the terms set forth in Article Eleven of the Indenture and (ii) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that the same will shall be promptly paid in full when due or performed in accordance with the terms of the extension or renewal, whether at stated maturity, subject to any applicable grace period, maturity by acceleration or otherwise. The obligations of each Subsidiary Guarantor to the Holders of Notes and to the Trustee pursuant to the Subsidiary Guarantee and the Indenture are expressly set forth and are senior subordinated obligations of each Subsidiary Guarantor, to the extent and in the manner provided, in Articles Eleven and Twelve of the Indenture, and reference is hereby made to such Indenture for the precise terms of the Subsidiary Guarantee therein made. No stockholder, officer, director, employee or incorporator, as such, past, present or future, of each any Subsidiary Guarantor shall have any liability under the Subsidiary Guarantee by reason of his or its status as such stockholder, officer, director, employee or incorporator. The Subsidiary Guarantee shall not be valid or obligatory for any purpose until the certificate of authentication on the Notes upon which the Subsidiary Guarantee is noted shall have been executed by the Trustee under the Indenture by the manual signature of one of its authorized officers. KOEHRING CRANES, INC. By: ----------------------------------------- Name: Title: PAYHAULER CORP. By: ----------------------------------------- Name: Title: PPM CRANES, INC. By: ----------------------------------------- Name: Title: TEREX CRANES, INC. By: ----------------------------------------- Name: Title: TEREX MINING EQUIPMENT, INC. By: ----------------------------------------- Name: Title: TEREX-RO CORPORATION By: ----------------------------------------- Name: Title: TEREX-TELELECT, INC. By: ----------------------------------------- Name: Title: THE AMERICAN CRANE CORPORATION By: ----------------------------------------- Name: Title: O&K XXXXXXXXX & XXXXXX, INC. By: ----------------------------------------- Name: Title: AMIDA INDUSTRIES, INC. By: ----------------------------------------- Name: Title: CEDARAPIDS, INC. By: ----------------------------------------- Name: Title: STANDARD XXXXXX, INC. By: ------------------------------------------ Name: Title: STANDARD XXXXXX ENVIRONMENTAL SYSTEMS PRODUCTS, INC. By: ------------------------------------------ :______________________________________ Name: Title: BL-PEGSON ENVIROTEST SYSTEMS CORP. (USA)DELAWARE) By:______________________________________ Name: Title: ENVIROTEST HOLDINGS, INC. By:______________________________________ Name: ----------------------------------------- Title: ENVIROTEST TECHNOLOGIES, INC. By:______________________________________ Name: Title: ENVIROTEST PARTNERS (PENNSYLVANIA) By:______________________________________ Name: Title: REMOTE SENSING TECHNOLOGIES, INC. By:______________________________________ Name: Title: ENVIROTEST WISCONSIN, INC. By:______________________________________ Name: Title: ES FUNDING CORPORATION By:______________________________________ Name: Title: ENVIROTEST ACQUISITIONS CO. By:______________________________________ Name: Title: ENVIROTEST SYSTEMS CORP. (WASHINGTON) By:______________________________________ Name: Title: ENVIROTEST ILLINOIS, INC. By:______________________________________ Name: Title: XXXXXXX AMERICA, INC. By: ------------------------------------------ Name: Title: XXXXXXX ENGINEERING, INC. By: ------------------------------------------ Name: Title: EARTHKING, INC. By: ------------------------------------------ Name: Title: FINLAY HYDRASCREEN USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN HOLDINGS USA, INC. By: ------------------------------------------ Name: Title: POWERSCREEN INTERNATIONAL LLC By: ------------------------------------------ Name: Title: POWERSCREEN NORTH AMERICA, INC. By: ------------------------------------------ :______________________________________ Name: Title: XXXXXXX OVERSEAS LIMITED By:______________________________________ Name: Title: NEWMALL LIMITED By:______________________________________ Name: Title: ASSIGNMENT FORM If you the Holder want to assign this Note, fill in the form below and have your signature Guaranteed: I or we assign and transfer this Note to: ________________________________________________________________________________ ________________________________________________________________________________ ________________________________________________________________________________ (Print or type name, address and zip code and social security or tax ID number of assignee) and irrevocably appoint ________________________, agent to transfer this Note on the books of the Company. The agent may substitute another to act for him.
Appears in 1 contract
