Common use of Indenture Clause in Contracts

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 2 contracts

Samples: Indenture (Epicor International Holdings, Inc.), Indenture (Epicor Software Corp)

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Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16November 20, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer, the Guarantors and Citibank, N.A., as trustee, security registrar, transfer agent and paying agent. The Indenture imposes certain limitations on the Issuer and the Trusteeits Restricted Subsidiaries. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of the Notes that may be authenticated and delivered under the Indenture is unlimited. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, as amended from time to time. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The At any time, or from time to time, prior to November 20, 2023, the Issuer may, at its option, upon not less than 10 nor more than 60 days’ prior notice delivered to each Holder’s registered address, redeem the Notes, in whole or in part, at a redemption price equal to the greater of (1) 100% of the principal amount of such Notes include to be redeemed and (2) the sum of the present value at such redemption date of (i) $465,000,000 principal amount the redemption price of the Issuer’s 8 5/8% Senior Notes due 2019 issued on November 20, 2023 (such redemption price being set forth in the table in the paragraph below under the Indenture on May 16, 2011 (the Initial NotesOptional Redemption without a Make-Whole Premium), ) plus (ii) if and when issuedall required interest payments thereon through November 20, additional Notes that may be issued from time to time under the Indenture subsequent to May 162023 (excluding accrued but unpaid interest to, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issuedbut excluding, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”redemption date). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect discounted to the provision redemption date on a semi-annual basis (assuming a 360-day year consisting of financial information twelve 30-day months) at the Treasury Rate plus 50 basis points, in each case plus accrued and unpaid interest and Additional Amounts, if any, thereon to the provision of guarantees of redemption date, as calculated by the Notes by certain subsidiariesIndependent Investment Banker.

Appears in 2 contracts

Samples: Indenture (Auna S.A.), Indenture (Auna S.A.A.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 30, 2011 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among CPG Merger Sub LLC, the Issuer guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/88.000% Senior Notes due 2019 2021 referred to in the Indenture. The Notes include (i) $465,000,000 315,000,000 principal amount of the Issuer’s 8 5/88.000% Senior Notes due 2019 2021 issued under the Indenture on May 16, 2011 (the “Initial Notes”), ) and (ii) if and when issued, additional 8.000% Senior Notes due 2021 of the Issuer that may be issued from time to time under in accordance with the Indenture subsequent to May 16September 30, 2011 2013 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the IndentureIndenture and any security documents. The Indenture imposes certain limitations on the incurrence of indebtednessindebtedness and issuance of disqualified stock, the making of restricted payments, the sale of assets, the incurrence of certain liens, dividend and other payment restrictions affecting restricted subsidiaries, the making sale of payments for consentsassets and subsidiary stock, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 2 contracts

Samples: Indenture (CPG Newco LLC), Indenture (CPG Newco LLC)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16March 1, 2011 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof"INDENTURE"), between the Trustee, the “Indenture”Issuers, EOTT Energy Partners, L.P., a Delaware limited partnership ("EPLP"), among EOTT Energy General Partner, L.L.C., a Delaware limited liability company ("EOTT GP LLC"), EOTT Energy Operating Limited Partnership, a Delaware limited partnership ("OLP"), EOTT Energy Pipeline Limited Partnership, a Delaware limited partnership ("PLP"), EOTT Energy Canada Limited Partnership, a Delaware limited partnership ("CLP"), EOTT Energy Liquids, L.P. ("ELP" and, together with EPLP, EOTT GP LLC, OLP, PLP and CLP, the Issuer and the Trustee"SUBSIDIARY GUARANTORS"). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. U.S. Code Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”77 aaa-77bbbb). The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior joint and several obligations of the Issuer. The Issuers initially in aggregate principal amount of $104.0 million. The Issuers are permitted to issue up to an additional $10.25 million in aggregate principal amount of PIK Notes that may be authenticated and delivered under the Indenture is unlimitedto pay interest due on the first two Interest Payment Dates. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Any such PIK Notes that may are actually issued will be treated as issued from time to time under and outstanding Notes (and as the Indenture subsequent to May 16, 2011 (same class as the “Additional Notes”Notes initially issued hereunder) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture, unless the context clearly indicates otherwise. The Indenture imposes certain limitations To secure the due and punctual payment of the principal and interest on the incurrence of indebtedness, Notes and all other accounts payable by the making of restricted payments, Issuers under the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Indenture and the consummation of mergers Notes when and consolidations. The Indenture also imposes requirements with respect as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Note Obligations under the Indenture and the Notes pursuant to the terms of the Indenture.

Appears in 2 contracts

Samples: Indenture (Eott Energy Finance Corp), Indenture (Eott Energy Finance Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16Company shall timely provide or cause to be provided, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereofprovisions of the Company’s indenture, dated August 27, 2017, as supplemented by the supplemental indentures relating thereto (the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference ) relating to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture Company’s 2.95% Senior Notes due August 2022, 3.80% Senior Notes due August 2027 and 4.50% Senior Notes due June 2028 (the “ActCompany Notes”), to the trustee under the Indenture, any notices, announcements, certificates or legal opinions required by the Indenture to be provided in connection with the Merger prior to the Effective Time. The In the event Parent requests that any of the Company Notes be amended, redeemed or satisfied and discharged prior to or at the Effective Time, Parent shall make available to the Company prior to or at the Effective Time, as applicable, all funds necessary to satisfy any obligations of the Company to the holders of the Company Notes that may arise including (i) any funds necessary to repurchase, redeem or otherwise acquire any of the Company Notes and (ii) principal, interest and any applicable premiums or consent payments in connection with the repurchase, redemption or acquisition of the Company Notes. Parent shall, promptly upon written request by the Company, reimburse the Company for all reasonable and documented out-of-pocket costs, fees and expenses (including attorneys’ fees and expenses) to the extent such costs, fees and expenses are subject incurred by the Company, its Subsidiaries or their respective Representatives in connection with the Company complying with its obligations under this Section 6.05. Parent and its counsel shall be given a reasonable opportunity to all terms review and provisions of comment on any notice, announcement, certificate or legal opinion referred to in this Section 6.05, in each case, before such document is provided to the trustee under the Indenture, and Holders are referred such documents shall be reasonably acceptable to the Indenture and the Act for a statement of those termsParent. The Company shall not redeem the Company Notes are senior obligations without the prior written consent of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesParent.

Appears in 2 contracts

Samples: Merger Agreement (E Trade Financial Corp), Merger Agreement (Morgan Stanley)

Indenture. The Issuer Company issued the Notes Securities under an Indenture dated as of May 1613, 2011 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Subsidiary Guarantors and the Trustee. The terms of the Notes Securities include those stated in the Indenture Indenture. Capitalized terms used herein and those made part of not defined herein have the Indenture by reference to meanings ascribed thereto in the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Security conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes Securities are senior unsecured obligations of the IssuerCompany. The aggregate principal amount of Notes that Securities which may be authenticated and delivered under the Indenture is unlimited. This Note Security is one of the 8 5/84.625% Senior Notes due 2019 2021 referred to in the Indenture. The Notes Securities include (i) $465,000,000 150,000,000 aggregate principal amount of the IssuerCompany’s 8 5/84.625% Senior Notes due 2019 2021 issued under the Indenture on May 1613, 2011 2013 (the herein called “Initial Notes”), ) and (ii) if and when issued, additional 4.625% Senior Notes due 2021 of the Company that may be issued from time to time under the Indenture subsequent to May 1613, 2011 2013 (the herein called “Additional Notes”) as provided in Section 2.1(a) of ), subject to the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes provisions of the Indenture. The Indenture Indenture, among other things, imposes certain limitations on certain Sale and Leaseback Transactions involving the incurrence of indebtedness, the making of restricted payments, the sale of assets, Company or any Restricted Subsidiary and the incurrence of certain liensLiens and requirements regarding future Subsidiary Guarantors, provided, however, that the requirements regarding future Subsidiary Guarantors shall be suspended (subject to reinstatement under certain circumstances) if the Securities are rated Investment Grade by both of the Rating Agencies and no Default has occurred and is continuing under the Indenture. In addition, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesinformation.

Appears in 2 contracts

Samples: Indenture, Indenture (Brunswick Corp)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 1622, 2011 2014 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Initial Guarantors and the Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “ActTIA”). The Notes are subject to all terms and provisions of the Indenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture and the Act for a statement of those termssuch terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior unsecured, unsubordinated obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimitedCompany. This Note is one of the 8 5/8% Senior Initial Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Initial Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “any Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial NotesNotes and any Additional Notes may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes and the Exchange Notes shall be considered collectively as will have a single class for all purposes of the Indentureseparate CUSIP number, if applicable. The Indenture imposes certain limitations on the incurrence ability of indebtednessRYAM, the making of restricted paymentsCompany and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the sale of assets, the incurrence payment of certain liensdividends and distributions by such Restricted Subsidiaries, the making of payments for consentsenter into or permit certain transactions with Affiliates, the entering into of agreements that restrict distribution from restricted subsidiaries create or Incur Liens and the consummation of mergers and consolidationsmake Asset Sales. The Indenture also imposes requirements limitations on the ability of the Company and each Guarantor to consolidate or merge with respect or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of RYAM that is required to guarantee the Guaranteed Obligations pursuant to Section 4.11 of the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesIndenture.

Appears in 2 contracts

Samples: Indenture (Rayonier Advanced Materials Inc.), Indenture (Rayonier Inc)

Indenture. The Issuer Issuers issued the Notes under an Indenture Indenture, dated as of May 16[ ], 2011 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuers, the Guarantors, the Trustee and the TrusteeCollateral Agent. The Issuers shall be entitled to issue Additional Notes pursuant to Sections 2.01 and 4.09 of the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. To the extent any provision of this Note conflicts with the express provisions of a Security Document, such Security Document shall govern and be controlling. The Notes are senior secured obligations of the IssuerIssuers on a joint and several basis. The aggregate principal amount of Notes that may be authenticated and delivered Each Guarantor under the Indenture is unlimited. This Note is one has, jointly and severally, irrevocably and unconditionally guaranteed, on a secured senior basis, to the extent set forth in, and subject to, the Indenture, that (a) the principal of and interest and premium, if any, on the Notes shall be promptly paid in full when due, whether at maturity, by acceleration, redemption or otherwise, and interest on the overdue principal of and interest on the Notes, if any, if lawful, and all other obligations of the 8 5/8% Senior Notes due 2019 referred Issuers to in the Indenture. The Notes include (i) $465,000,000 principal amount of Holders or the Issuer’s 8 5/8% Senior Notes due 2019 issued Trustee hereunder or under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for promptly paid in full, all purposes in accordance with the terms hereof and of the Indenture; and (b) in case of any extension of time of payment or renewal of any Notes or any of such other obligations, that same shall be promptly paid in full when due in accordance with the terms of the extension or renewal, whether at stated maturity, by acceleration or otherwise. The Indenture imposes certain limitations on obligations of the incurrence of indebtedness, Guarantors to the making of restricted payments, Holders and to the sale of assets, Trustee pursuant to the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Guarantees and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information Indenture, and the provision of guarantees limitations thereon, are expressly set forth in Article X of the Notes by certain subsidiariesIndenture.

Appears in 2 contracts

Samples: Indenture (J Crew Group Inc), Indenture (J Crew Group Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16January 27, 2011 2016 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89.500% Senior Notes due 2019 2023 referred to in the Indenture. The Notes include (i) $465,000,000 525,000,000 principal amount of the IssuerCompany’s 8 5/89.500% Senior Notes due 2019 2023 issued under the Indenture on May 16January 27, 2011 2016 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16January 27, 2011 2016 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 2 contracts

Samples: Indenture (GCP Applied Technologies Inc.), Indenture (W R Grace & Co)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16March 13, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors party thereto from time to time and the Trustee. Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture and the Act for a statement of those termssuch terms and provisions. If and to the extent that any provision of the Note limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Initial Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “any Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Notes and any Additional Notes and the Exchange Notes shall be considered collectively are treated as a single class for of securities under the Indenture. To guarantee the due and punctual payment of the principal and interest on the Notes and all purposes other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed the Obligations on a senior secured basis pursuant to the terms of the Holdings Guarantee and Pledge Agreement or the Subsidiary Guarantee Agreement, as applicable, and any Subsidiary Guarantor that executes a Subsidiary Guarantee after the date hereof will unconditionally guarantee the Obligations on a senior secured basis pursuant to the terms of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 2 contracts

Samples: Indenture (Fresh Market Holdings, Inc.), Indenture (Fresh Market Holdings, Inc.)

Indenture. The Issuer Notes are, and shall be, issued the Notes under an Indenture Indenture, dated as of May 16June 15, 2011 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, Azul S.A. and Azul Linhas Aéreas Brasileiras S.A., as guarantors (the “Guarantors”), and UMB Bank, National Association, as trustee (the “Trustee”), Registrar, Transfer Agent and Paying Agent (the “Paying Agent”) (collectively, the “Agents” and each individually an “Agent”). The terms of the Notes include those stated in the Indenture and those made part Indenture. The Holders of the Indenture by reference Notes shall be entitled to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject benefit of, be bound by and be deemed to have notice of, all terms and provisions of the Indenture, and Holders are referred . Reference is hereby made to the Indenture and the Act all supplemental indentures thereto for a statement of those terms. The Notes are senior obligations the respective rights, limitations of rights, duties and immunities thereunder of the Issuer, the Trustee, each Agent and the Holders of the Notes and the terms upon which the Notes, are, and are to be, authenticated and delivered. All terms used in this Note that are defined in the Indenture shall have the meanings assigned to them in the Indenture. Copies of the Indenture and each Global Note shall be available for inspection at the offices of the Trustee and each Paying Agent. The aggregate principal amount Issuer may from time to time, without the consent of the Holders of the Notes, create and issue Additional Notes that may having the same terms and conditions as the Notes in all respects, except for issue date, issue price and the first payment of interest thereon. Additional Notes issued in this manner shall be authenticated consolidated with and delivered under shall form a single series with the previously outstanding Notes. Unless the context otherwise requires, for all purposes of the Indenture is unlimitedand this Note, references to the Notes include any Additional Notes actually issued. The Indenture imposes certain limitations on consolidation, merger and certain other transactions involving the Issuer. In addition, the Indenture requires the maintenance of the existence of the Issuer and its Subsidiaries, the payment of certain taxes and claims and reporting requirements applicable to the Issuer. This Note is one of the 8 5/8% Senior [Initial]1[Additional]2 Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or issued on the Issue Date and any Additional Notes issued in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes accordance with Section 2.14 of the Indenture. The Indenture imposes certain limitations on Initial Notes and any Additional Notes are treated as a single class of securities under the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesIndenture.

Appears in 2 contracts

Samples: Indenture (Azul Sa), Indenture (Azul Sa)

Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of May 16July 31, 2011 2023 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Subsidiary Guarantors from time to time party thereto, the Trustee and U.S. Bank Trust Company, National Association, a national banking association, as collateral agent (the Trustee“Collateral Agent”). The terms of the Notes include those are stated in the Indenture and those made part of terms defined in the Indenture by reference to and not defined herein have the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as meanings ascribed thereto in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those termssuch terms and provisions. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior secured obligations of the IssuerCompany. The aggregate principal amount of Notes that may Company shall be authenticated entitled, subject to its compliance with Sections 4.03 and delivered under the Indenture is unlimited. This Note is one 4.11 of the 8 5/8% Senior Indenture, to issue Additional Notes due 2019 referred pursuant to in Section 2.13 of the Indenture. The Notes include (i) $465,000,000 principal amount of issued on the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if Issue Date and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “any Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively treated as a single class for all purposes of the Indenture. The Indenture imposes certain limitations To guarantee the due and punctual payment of the principal of, and interest, if any, on the incurrence of indebtedness, Notes and all other amounts payable by the making of restricted payments, Company under the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Indenture and the consummation of mergers Notes when and consolidations. The Indenture also imposes requirements with respect as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have jointly and severally, irrevocably and unconditionally guaranteed the Subsidiary Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Indenture (Beacon Roofing Supply Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 25, 2011 2020, among the Issuer, the Guarantors named therein, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.125% Senior First Lien Notes due 2019 2028 referred to in the Indenture. The Notes include (i) $465,000,000 1,000,000,000 principal amount of the Issuer’s 8 5/86.125% Senior First Lien Notes due 2019 2028 issued under the Indenture on May 16September 25, 2011 2020 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 25, 2011 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Avaya Holdings Corp.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16[October] [DAY], 2011 2018 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors, the Trustee and the TrusteeWilmington Trust, National Association, as Collateral Agent. The terms of the Notes include those stated in the Indenture. The Issuer is not be required to offer to exchange the Notes for notes registered under the Securities Act or otherwise register or qualify by prospectus the Notes for resale under the Securities Act. The Indenture and those made part of the Indenture by reference to will not be qualified under the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) (as in effect on the date of the Indenture (Indenture, the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders Noteholders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of this Note and the Indenture, the terms of the Indenture shall govern and control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89.00% Cash / 2.00% PIK Senior Secured Second Lien Notes due 2019 2024 referred to in the Indenture. The Notes include (i) $465,000,000 [ ] aggregate principal amount of the Issuer’s 8 5/89.00% Cash / 2.00% PIK Senior Secured Second Lien Notes due 2019 2024 issued under the Indenture on May 16[October] [DAY], 2011 2018 (the herein called “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, the making entering into of payments for consentsaffiliate transactions, the entering into of agreements that restrict distribution from certain restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. The Initial Notes issued on the Issue Date, any increase in the aggregate principal amount of the Initial Notes in connection with PIK Payments and PIK Notes will be treated as a single class for all purposes under the Indenture. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed (and future guarantors, together with the Guarantors, will unconditionally Guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Exchange Agreement (Ultra Petroleum Corp)

Indenture. The Issuer issued the 2033 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2033 Notes by the Fourteenth Supplemental Indenture dated August 24, 2023 (the “Fourteenth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2033 Notes. The terms of the 2033 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2033 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2033 Note is one of a series of securities designated as the 6.700% Senior Notes are senior obligations due 2033 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2033 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2033 Notes.

Appears in 1 contract

Samples: Supplemental Indenture (Celanese Corp)

Indenture. The Issuer issued the 2029 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2029 Notes by the Twelfth Supplemental Indenture dated July 14, 2022 (the “Twelfth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2029 Notes. The terms of the 2029 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2029 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2029 Note is one of a series of securities designated as the 6.330% Senior Notes are senior obligations due 2029 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2029 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2029 Notes.

Appears in 1 contract

Samples: Twelfth Supplemental Indenture (Celanese Corp)

Indenture. The Issuer Company’s predecessor issued the Notes under an Indenture dated as of May 16April 27, 2011 2012 (as it may be supplemented, amended or supplemented modified from time to time (including by the Amended & Restated Supplemental Indenture referred to below) in accordance with the terms thereof, the “Indenture”), ) among the Issuer Company, the Company’s Predecessor, the Initial Guarantors and the Trustee, as supplemented by the Supplemental Indenture thereto dated as of April 27, 2012 and the Second Supplemental Indenture thereto dated as of December 31, 2013 (the “Second Supplemental Indenture”), such Supplemental Indenture, as supplemented by the Second Supplemental Indenture, having been amended and restated as of June 24, 2014 (as so amended and restated, the “Supplemental Indenture”), to which reference is hereby made for a statement of the respective rights, obligations, duties and immunities thereunder of the Trustee, the Company, the Guarantors and Holders and of the terms upon which the Notes are, and are to be, authenticated and delivered. Pursuant to the Second Supplemental Indenture, the Company succeeded to the Company’s predecessor under the Indenture and assumed the covenants of the Company’s predecessor in the Indenture and the Notes. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture (the “Act”)amended. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. The Notes are senior obligations To the extent any provision of this Note conflicts with the express provisions of the IssuerIndenture, the provisions of the Indenture shall govern and be controlling. The aggregate principal Indenture pursuant to which this Note is issued provides that an unlimited amount of Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time thereunder, subject to time under compliance with the Indenture subsequent covenants therein. _____________________________ * Not to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange included for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Supplemental Indenture (Laredo Petroleum, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16February 29, 2011 2024 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior unsecured obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.375% Senior Notes due 2019 2034 referred to in the Indenture. The Notes include (i) $465,000,000 1,000,000,000 aggregate principal amount of the IssuerCompany’s 8 5/86.375% Senior Notes due 2019 2034 issued under the Indenture on May 16February 29, 2011 2024 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16February 29, 2011 2024 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

Indenture. The Issuer issued the 2025 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2025 Notes by the Twelfth Supplemental Indenture dated July 14, 2022 (the “Twelfth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2025 Notes. The terms of the 2025 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2025 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2025 Note is one of a series of securities designated as the 6.050% Senior Notes are senior obligations due 2025 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2025 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2025 Notes.

Appears in 1 contract

Samples: Twelfth Supplemental Indenture (Celanese Corp)

Indenture. The Issuer Notes are, and shall be, issued the Notes under an Indenture Indenture, dated as of May September 16, 2011 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among Embraer Overseas Limited, Embraer S.A. and The Bank of New York Mellon, as Trustee, Registrar, Transfer Agent and Principal Paying Agent (the Issuer and the Trustee”). The terms of the Notes include those stated in the Indenture and those made part Indenture. The Holders of the Indenture by reference Notes shall be entitled to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject benefit of, be bound by and be deemed to have notice of, all terms and provisions of the Indenture. Reference is hereby made to the Indenture and all supplemental indentures thereto for a statement of the respective rights, limitations of rights, duties and immunities thereunder of the Company, the Guarantor, the Trustee and the Holders of the Notes and the terms upon which the Notes, are, and are to be, authenticated and delivered. All terms used in this Note that are defined in the Indenture shall have the meanings assigned to them in the Indenture. Copies of the Indenture and each Global Note shall be available for inspection at the offices of the Trustee and each Paying Agent. The Company may from time to time, without the consent of the Holders are referred of the Notes, create and issue Additional Notes having the same terms and conditions as the Notes in all respects, except for issue date, issue price, the payment of interest accruing prior to the issue date thereof and the first payment of interest thereon after the issue date thereof. Additional Notes issued in this manner shall be consolidated with and shall form a single series with the previously outstanding Notes. The Notes include the Initial Notes issued on the Issue Date, any Additional Notes issued in accordance with Section 2.14 of the Indenture and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture and the Act for a statement Registration Rights Agreement, dated as of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May September 16, 2011 2013, among the Company, the Guarantor and the Initial Purchasers (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the "Registration Rights Agreement (herein called “Exchange Notes”Agreement"). The Initial Notes, the any Additional Notes and the Exchange Notes shall be considered collectively are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence creation of indebtednessLiens by the Guarantor and the Company and consolidation, merger and certain other transactions involving the Guarantor. In addition, the making Indenture requires the maintenance of restricted paymentsinsurance for the Guarantor and its Subsidiaries, the sale maintenance of assetsthe existence of the Guarantor and its Subsidiaries, the incurrence payment of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries taxes and the consummation of mergers claims and consolidations. The Indenture also imposes reporting requirements with respect applicable to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesGuarantor.

Appears in 1 contract

Samples: First Supplemental Indenture (Embraer S.A.)

Indenture. The Issuer issued the 2016 Notes under an Indenture dated as of May 16July 3, 2011 2006 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”"INDENTURE"), among the Issuer Issuer, Holdings and the Trustee. The terms of the 2016 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”thx "XXA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The 2016 Notes are subject to all terms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions; in the event of any conflict between this 2016 Note and the Indenture, the terms of the Indenture shall govern. The 2016 Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This 2016 Note is one of the 8 5/8% Senior Initial 2016 Notes due 2019 referred to in the Indenture. The 2016 Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Initial 2016 Notes due 2019 and any Exchange 2016 Notes issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial 2016 Notes or Additional Notes in an offer registered under pursuant to the Securities Act Indenture. Except as otherwise provided in the Registration Rights Agreement (herein called “Indenture, the Initial 2016 Notes and any Exchange Notes”). The Initial 2016 Notes, together with the Additional Initial Floating Rate Notes and the any Exchange Notes shall be considered collectively Floating Rate Notes, are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence ability of indebtednessthe Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the making of restricted payments, the sale of assets, the incurrence payment of certain liensdividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the making of payments for consentsIssuer and such Restricted Subsidiaries, the entering enter into of agreements that restrict distribution from restricted subsidiaries or permit certain transactions with Affiliates, create or incur Liens and the consummation of mergers and consolidationsmake asset sales. The Indenture also imposes requirements with respect to limitations on the provision of financial information and the provision of guarantees ability of the Notes by certain subsidiariesIssuer and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property.

Appears in 1 contract

Samples: Indenture (Intelsat LTD)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16July 5, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuers and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the IssuerIssuers. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/811.5% Senior Notes due 2019 2018 referred to in the Indenture. The Notes include (i) $465,000,000 560,000,000 principal amount of the Issuer’s 8 5/8Issuers’ 11.5% Senior Notes due 2019 2018 issued under the Indenture on May 16July 5, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16July 5, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8Issuers’ 11.5% Senior Notes due 2019 2018 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Trisyn Group, Inc.)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 1613, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among Cumulus Media Inc., the Issuer Guarantors and U.S. Bank National Association, as trustee (the “Trustee”) and the TrusteeAgent. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended, and the rules and regulations of the SEC promulgated thereunder, as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.75% Senior Notes Notes, Series A, due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 610,000,000 principal amount of the Issuer’s 8 5/87.75% Senior Notes Notes, Series A, due 2019 issued under the Indenture on May 1613, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes 7.75% Senior Notes, Series A, due 2019 or 7.75% Senior Notes, Series B, due 2019 of the Issuer that may be issued from time to time under the Indenture subsequent to May 1613, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/87.75% Senior Notes Notes, Series B, due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtednessindebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Cumulus Media Inc)

Indenture. The Issuer This Note is one of a duly authorized issue of securities of the Issuers (herein called the “Notes”), issued the Notes and to be issued in one or more series under an Indenture Indenture, dated as of May 16September 14, 2011 2012 (as it may be amended amended, supplemented or supplemented modified from time to time, the “Base Indenture”), and a supplemental indenture relating to such series dated as of November 20, 2013 (as amended or modified from time in accordance to time, the “Supplemental Indenture” and together with the terms thereofBase Indenture, the “Indenture”), among between the Issuer Issuers, the Guarantors and the Trustee. The terms Bank of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the New York Mellon Trust Indenture Act of 1939 Company, N.A., as Trustee (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (herein called the “Act”). The Notes are subject to all terms and provisions of Trustee,” which term includes any successor trustee under the Indenture), and Holders are referred reference is hereby made to the Indenture and the Act for a statement of those terms. The Notes are senior obligations the respective rights, limitations of rights, duties and immunities thereunder of the Issuer. The aggregate principal amount Company, the Trustee and the Holders of the Securities and of the terms upon which the Notes that may be are, and are to be, authenticated and delivered under the Indenture is unlimiteddelivered. This Note is one of the 8 5/8% Senior series designated on the face hereof, such series initially limited in aggregate principal amount to £350,000,000; provided, that the Company may at any time and from time to time, without the consent of any Holder, issue additional Notes due 2019 referred to in the Indentureof this series. The Notes include (i) $465,000,000 principal amount of this series may be required to be repurchased by Holders under the circumstances provided in Section 1012 of the Issuer’s 8 5/8% Senior Notes due 2019 issued under Base Indenture and are redeemable at the Indenture on May 16, 2011 (option of the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) Company as provided in Section 2.1(a2.8(b) of the Supplemental Indenture and paragraph (iiig) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)of this Note. The Initial Notes, Notes of this series are not entitled to the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes benefit of the Indentureany sinking fund. The Indenture imposes contains provisions for defeasance at any time of the entire indebtedness of the Notes of this series or certain limitations on the incurrence restrictive covenants and Events of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements Default with respect to such Notes, in each case upon compliance with certain conditions set forth in the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesIndenture.

Appears in 1 contract

Samples: Fourth Supplemental Indenture (Directv)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 169, 2011 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuers, the Guarantors, the Agent and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the IssuerIssuers. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89% Senior Notes due 2019 2018 referred to in the Indenture. The Notes include (i) $465,000,000 200,000,000 aggregate principal amount of the Issuer’s 8 5/8Issuers’ 9% Senior Notes due 2019 2018 issued under the Indenture on May 169, 2011 2012 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 169, 2011 2012 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries subsidiaries, transactions with affiliates, the business activities of Affinity Finance and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Affinity Gaming, LLC)

Indenture. The Issuer Company issued the 2033 Notes as a series of Securities under an the Indenture dated as of May 1631, 2011 2023 (the “Base Indenture”) between the Company and the Trustee, as it may be amended or supplemented from time to time in accordance by the First Supplemental Indenture dated as of May 31, 2023 (the “Supplemental Indenture” and, together with the terms thereofBase Indenture and any one or more additional supplemental indentures thereto applicable to the 2033 Notes, herein called the “Indenture”) among the Company, Ovintiv Canada ULC, a British Columbia corporation (the “Subsidiary Guarantor”), among the Issuer and the Trustee. The terms of the 2033 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in effect on the date of the Indenture (the “Act”)Indenture. The 2033 Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. The Notes are senior obligations In the event of any inconsistency between the terms of this 2033 Note and the terms of the IssuerIndenture, the terms of the Indenture shall control. The aggregate principal amount of 2033 Notes that may be authenticated and delivered under the Indenture is unlimited. This 2033 Note is one of the 8 5/86.250% Senior Notes due 2019 2033 referred to in the Indenture. The 2033 Notes include (i) $465,000,000 600,000,000 aggregate principal amount of the IssuerCompany’s 8 5/86.250% Senior Notes due 2019 2033 issued under the Indenture on May 1631, 2011 2023 in an offering registered under the Securities Act (the “Initial 2033 Notes”), and (ii) if and when issued, an unlimited principal amount of additional 6.250% Senior Notes due 2033 that may be issued from time to time time, under the Indenture Indenture, subsequent to May 1631, 2011 2023 (the “Additional 2033 Notes”) as provided in Section 2.1(a) of ” and, together with the Indenture and (iii) if and when issuedInitial 2033 Notes, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called Exchange 2033 Notes”). The Initial Notes, the Additional 2033 Notes and the Exchange Additional 2033 Notes shall be considered collectively as a single class series of Securities for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (Ovintiv Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture dated the Indenture. This Note is one of a duly authorized issue of Exchange Notes of the Company designated as of May 16its 9 5/8% Senior Subordinated Notes due 2007, 2011 Series B (the "Unrestricted Notes"), limited (except as it otherwise provided in the Indenture) in aggregate principal amount to $300,000,000, which may be amended or supplemented from time to time in accordance with issued under the terms thereofIndenture. The Notes include the 9 5/8% B - 3 167 Senior Subordinated Notes due 2007, Series A (the "Initial Notes"), the “Indenture”)Private Exchange Notes, among the Issuer and the TrusteeUnrestricted Notes, issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement. The Initial Notes, the Private Exchange Notes and the Unrestricted Notes are treated as a single class of securities under the Indenture. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. U.S. Code Sections 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (Indenture. Notwithstanding anything to the “Act”). The contrary herein, the Notes are subject to all such terms, and Holders of Notes are referred to the Indenture and the TIA for a statement of such terms. The Notes are general unsecured obligations of the Company. Payment on each Note is guaranteed on a senior subordinated basis by the Guarantors pursuant to Articles Twelve and Thirteen of the Indenture. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and Holders are referred to as the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that same may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued amended from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements accordance with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesits terms.

Appears in 1 contract

Samples: Indenture (Kci New Technologies Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16October 22, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors, the Agent and the TrusteeTrustees. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/83.875% Senior Notes due 2019 2028 referred to in the Indenture. The Notes include (i) $465,000,000 €450,000,000 aggregate principal amount of the Issuer’s 8 5/83.875% Senior Notes due 2019 2028 issued under the Indenture on May 16October 22, 2011 2020 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16October 22, 2011 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries subsidiaries, transactions with affiliates and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Primo Water Corp /CN/)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16April 30, 2011 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/811.00% Senior Notes due 2019 2023 referred to in the Indenture. The Notes include (i) $465,000,000 360,000,000 principal amount of the Issuer’s 8 5/811.00% Senior Notes due 2019 2023 issued under the Indenture on May 16April 30, 2011 2015 (the “Initial Notes”)) and, (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16April 30, 2011 2015 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if any PIK Notes (and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be any increases in principal amount of any Global Note) issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in Section 2.1(g) of the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial NotesNotes and (including any increases in the principal amount as the result of a PIK Payment), the Additional Notes and the Exchange PIK Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Third Supplemental Indenture (21st Century Oncology Holdings, Inc.)

Indenture. The Issuer Notes. This Note is one of a duly authorized series of Securities of the Company designated as the "Floating Rate Notes due November 30, 2001" (the "Notes"), initially issued in an aggregate principal amount of $500,000,000 on November 3, 2000. Such series of Securities has been established pursuant to, and is one of an indefinite number of series of debt securities of the Notes Company, issued or issuable under an Indenture and pursuant to, the Indenture, dated as of May 16April 1, 2011 1991, as supplemented by a First Supplemental Indenture, dated as of September 9, 1992, and as further supplemented by a Second Supplemental Indenture, dated as of June 1, 2000 (as it may be amended or supplemented from time to time in accordance with the terms thereofcollectively, the "Indenture"), among duly executed and delivered by the Issuer Company and Bank One Trust Company, NA, as successor in interest to The First National Bank of Chicago, as trustee (the "Trustee"), to which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee, the Company and the Trustee. The terms holders of the Notes include and of the terms upon which this Note is, and is to be, authenticated and delivered. The terms, conditions and provisions of the Notes are those stated in the Indenture and Indenture, those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the "Trust Indenture Act"), and those set forth in this Note. The Notes To the extent that the terms, conditions and other provisions of this Note modify, supplement or are subject to all terms and provisions inconsistent with those of the Indenture, then the terms, conditions and Holders other provisions of this Note shall govern. All capitalized terms which are referred used but not defined in this Note shall have the meanings assigned to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to them in the Indenture. The Notes include (i) $465,000,000 principal amount Company may, without the consent of the Issuer’s 8 5/8% Senior holders, issue and sell additional Securities ranking equally with the Notes due 2019 and otherwise identical in all respects (except for their date of issue, issue price and the date from which interest payments thereon shall accrue) so that such additional Securities shall be consolidated and form a single series with the Notes; provided, however, that no additional Securities of any existing or new series may be issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if an Event of Default has occurred and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesremains uncured thereunder.

Appears in 1 contract

Samples: Note Agreement (Wal Mart Stores Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16March 17, 2011 2021, among the Issuer, the guarantors party thereto from time to time, the Trustee (as it may be further amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.875% Senior Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/85.875% Senior Notes due 2019 2029 issued under the Indenture on May 16March 17, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16March 17, 2011 2021 (the “Additional Notes”) as provided in Section ‎Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Macy's, Inc.)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16September 25, 2011 2002 (the “Original Indenture”), as it may be amended or supplemented from time to time in accordance by the Sixteenth Supplemental Indenture dated as of July 23, 2009 (the “Supplemental Indenture” and, together with the terms thereofOriginal Indenture, the “Indenture”), ) among the Issuer Issuers and the TrusteeTrustee and, with respect to the Supplemental Indenture, the subsidiary guarantors signatory thereto (the “Subsidiary Guarantors”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections U.S. Code §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior joint and several obligations of the Issuer. The Issuers initially in aggregate principal amount of $500 million. The Issuers may issue an unlimited aggregate principal amount of Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Any such Additional Notes that may are actually issued shall be treated as issued from time and outstanding Notes (and as the same series (with identical terms other than with respect to time under the Indenture subsequent issue date, the date of first payment of interest, if applicable, and the payment of interest accruing prior to May 16, 2011 (the “Additional Notes”issue date) as provided in Section 2.1(athe initial Notes) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture, including waivers, amendments, redemptions and offers to purchase. The Indenture imposes certain limitations To secure the due and punctual payment of the principal and interest on the incurrence of indebtedness, Notes and all other amounts payable by the making of restricted payments, Issuers under the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Indenture and the consummation of mergers Notes when and consolidations. The Indenture also imposes requirements with respect as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Note Obligations under the Indenture and the Notes on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Plains All American Pipeline Lp)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16July 23, 2011 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior unsecured obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/84.250% Senior Notes due 2019 2032 referred to in the Indenture. The Notes include (i) $465,000,000 1,000,000,000 principal amount of the IssuerCompany’s 8 5/84.250% Senior Notes due 2019 2032 issued under the Indenture on May 16July 23, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16July 23, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Builders FirstSource, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16January 26, 2011 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Subsidiary Guarantors and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders Noteholders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.625% Senior Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 700,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16January 26, 2011 2021 (the herein called “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Notes and Additional Notes and the Exchange Notes shall be considered collectively are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, the making entering into of payments for consentsaffiliate transactions, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Subsidiary Guarantors, will unconditionally Guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Indenture (ANTERO RESOURCES Corp)

Indenture. The Issuer issued the 2023 Notes under an the Senior Indenture (the “Base Indenture”), dated as of May 16February 14, 2011 2013, among the Issuer, the Guarantors party thereto, Wilmington Trust, National Association, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, a New York banking corporation, as it may Registrar, Paying Agent and Authenticating Agent. The Issuer shall be amended or supplemented from time entitled to time issue Additional 2023 Notes pursuant to the Base Indenture. The terms of the 2023 Notes include those stated in accordance the Base Indenture and those made part of the Base Indenture by reference to the supplemental indenture, among the Issuer, the Guarantors party thereto, the Trustee and the Registrar and Paying Agent, dated as of February 14, 2013 (the “Supplemental Indenture” and together with the terms thereofBase Indenture, the “Indenture”), among setting forth the Issuer and the Trustee. The additional terms of the 2023 Notes include those stated in pursuant to Section 2.03 of the Base Indenture and those made part the provisions of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “Trust Indenture Act”). The 2023 Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those such terms. The Notes are senior obligations To the extent any provision of this 2023 Note conflicts with the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) express provisions of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as those other provisions forming a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements part thereof with respect to the provision of financial information and 2023 Notes, the provision of guarantees provisions of the Indenture and such other provisions with respect to the 2023 Notes by certain subsidiariesshall govern and be controlling.

Appears in 1 contract

Samples: Supplemental Indenture (Delphi Automotive PLC)

Indenture. The Issuer issued the 2032 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2032 Notes by the Twelfth Supplemental Indenture dated July 14, 2022 (the “Twelfth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2032 Notes. The terms of the 2032 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2032 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2032 Note is one of a series of securities designated as the 6.379% Senior Notes are senior obligations due 2032 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2032 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2032 Notes.

Appears in 1 contract

Samples: Twelfth Supplemental Indenture (Celanese Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16October 13, 2011 2021, among the Issuer, Frontier Video Services Inc. (the “Grantor”), the Guarantors party thereto from time to time, the Trustee and the Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.000% Senior Second Lien Secured Notes due 2019 2030 referred to in the Indenture. The Notes include (i) $465,000,000 1,000,000,000 principal amount of the Issuer’s 8 5/86.000% Senior Second Lien Secured Notes due 2019 2030 issued under the Indenture on May 16October 13, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16October 13, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Issuer otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Frontier Communications Parent, Inc.)

Indenture. The Issuer Company issued the 2027 Notes under an Indenture dated as of May 167, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Guarantors, the Trustee and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) U.S. Bank National Association, as in effect on the date of the Indenture notes collateral agent (the “ActNotes Collateral Agent”). Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The 2027 Notes are subject to all terms and provisions of the Indenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture and the Act for a statement of those termssuch terms and provisions. If and to the extent that any provision of the 2027 Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The 2027 Notes are senior secured obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. [This 2027 Note is one of the 8 5/8% Senior Initial Notes due 2019 referred to in the Indenture. Indenture and is referred to herein as the “Initial 2027 Notes.”]9 The 2027 Notes include (i) $465,000,000 principal amount comprise a series of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 and include the Initial Notes of such series [(the “Initial 2027 Notes”)] and any Additional Notes of such series. In addition to the 2027 Notes, (ii) if the 2023 Notes and when issued, the 2025 Notes are additional Notes that may be series of notes issued from time to time under the Indenture subsequent Indenture, and the 2027 Notes, together with the 2023 Notes and the 2025 Notes, are herein collectively referred to May 16as “the Notes.” The Initial 2027 Notes and any Additional Notes of such series may, 2011 (at the “Additional Notes”) Company’s option, be treated as provided in Section 2.1(a) a single class of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time securities for all purposes under the Indenture in exchange for Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes of such series are not fungible with the Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notesfor U.S. federal income tax purposes, the Additional Notes and the Exchange Notes shall be considered collectively as will have a single class for all purposes of the Indentureseparate CUSIP number and/or ISIN, if applicable. The Indenture imposes certain limitations on the incurrence ability of indebtednessthe Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the making of restricted payments, the sale of assets, the incurrence payment of certain liensdividends and distributions by such Restricted Subsidiaries, the making of payments for consentsenter into or permit certain transactions with Affiliates, the entering into of agreements that restrict distribution from restricted subsidiaries create or Incur Liens and the consummation of mergers and consolidationsmake Asset Sales. The Indenture also imposes requirements limitations on the ability of the Company and each Guarantor to consolidate or merge with respect or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is not an Excluded Subsidiary and that is required to guarantee the Guaranteed Obligations pursuant to Section 4.11 of the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesIndenture.

Appears in 1 contract

Samples: Indenture (Gap Inc)

Indenture. The Issuer Company’s predecessor issued the Notes under an Indenture dated as of May 16April 27, 2011 2012 (as it may be supplemented, amended or supplemented modified from time to time (including by the Amended & Restated Supplemental Indenture referred to below) in accordance with the terms thereof, the “Indenture”), ) among the Issuer Company, the Company’s Predecessor, the Initial Guarantors and the Trustee, as supplemented by the Supplemental Indenture thereto dated as of April 27, 2012 and the Second Supplemental Indenture thereto dated as of December 31, 2013 (the “Second Supplemental Indenture”), such Supplemental Indenture, as supplemented by the Second Supplemental Indenture, having been amended and restated as of June 24, 2014 (as so amended and restated, the “Supplemental Indenture”), to which reference is hereby made for a statement of the respective rights, obligations, duties and immunities thereunder of the Trustee, the Company, the Guarantors and Holders and of the terms upon which the Notes are, and are to be, authenticated and delivered. Pursuant to the Second Supplemental Indenture, the Company succeeded to the Company’s predecessor under the Indenture and assumed the covenants of the Company’s predecessor in the Indenture and the Notes. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture (the “Act”)amended. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. The Notes are senior obligations To the extent any provision of this Note conflicts with the express provisions of the IssuerIndenture, the provisions of the Indenture shall govern and be controlling. The aggregate principal Indenture pursuant to which this Note is issued provides that an unlimited amount of Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time thereunder, subject to time under compliance with the Indenture subsequent covenants therein. ____________________________ * Not to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange included for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Supplemental Indenture (Laredo Petroleum, Inc.)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16July 11, 2011 2024, among the Issuer, Holdings, the other Guarantors from time to time party thereto, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/810.000% Senior Secured Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 285,000,000 aggregate principal amount of the Issuer’s 8 5/810.000% Senior Secured Notes due 2019 2029 issued under the Indenture on May 16July 11, 2011 2024 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16July 11, 2011 2024 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that any Additional Notes will not be issued with the same CUSIP, ISIN or other identifying number as the Initial Notes unless such Additional Notes are fungible with the Initial Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (CPI Card Group Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16February 10, 2011 2022, among the Issuer, the Guarantors party thereto from time to time, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), to be supplemented by the Supplemental Indenture, dated as of the Spin-Off Date, among the Issuer Issuer, the Subsidiary Guarantors, the Trustee and the TrusteeNotes Collateral Agent. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.000% Senior Secured Notes due 2019 2030 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/85.000% Senior Secured Notes due 2019 2030 issued under the Indenture on May 16February 10, 2011 2022 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16February 10, 2011 2022 (the “Additional Notes”) as provided in Section 2.1(a2.01(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture, including with respect to redemptions and offers to purchase; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes if such Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes or if the Issuer otherwise determines that any such Additional Notes should be differentiated from any other Notes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries guarantors and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information to the Trustee and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Embecta Corp.)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16April 1, 2011 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the "Indenture"), among the Issuer Issuers and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the "Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders Noteholders are referred to the Indenture and the Act for a statement of those terms. The Notes are unsecured senior obligations of the Issuer. The Issuers limited to $200,000,000 aggregate principal amount at maturity, except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 304, 305, 306, 307, 310, 906, 1012, 1013 or 1108 or pursuant to an Exchange Offer or Private Exchange Offer, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, up to $150,000,000 aggregate principal amount of Additional Notes that may be authenticated having substantially identical terms and delivered under conditions as the Indenture is unlimitedInitial Notes. This Note is one of the 8 5/8% Senior [Initial]/1/ Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 and any Exchange Notes or Private Exchange Notes issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for the Initial Notes or Additional Notes in an offer registered under pursuant to the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes, the Exchange Notes and the Private Exchange Notes shall be considered collectively are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence Incurrence of indebtednessIndebtedness by the Issuers, and the Issuers' Restricted Subsidiaries, the making payment of restricted paymentsdividends on, and the purchase or redemption of Equity Interests of Mediacom and its Restricted Subsidiaries, the sale or transfer of assets, the incurrence investments of certain liensMediacom and its Restricted Subsidiaries and transactions with Affiliates. In addition, the making Indenture limits the ability of payments for consents, the entering into of agreements that Mediacom and its Restricted Subsidiaries to restrict distribution distributions and dividends from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesRestricted Subsidiaries.

Appears in 1 contract

Samples: Indenture (Mediacom LLC)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of May 16April 27, 2011 2022 (the “Base Indenture”) between the Company as it issuer and Computershare Trust Company, N.A., as trustee (the “Trustee”) and (ii) the First Supplemental Indenture thereto dated as of April 27, 2022 (the “First Supplemental Indenture”), between the Company and the Trustee, providing for the issuance of the Notes and certain other series of Securities. The Base Indenture, as amended and supplemented by the First Supplemental Indenture, and as may be further duly amended or and supplemented from time to time in accordance with the terms thereof, is referred to herein as the “Indenture”), among the Issuer and the Trustee. .” The terms of the Notes include those stated in the Indenture (including terms defined therein, which terms when used but not defined herein, unless the context requires otherwise, shall have the meanings assigned to such terms in the Indenture) and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) the “TIA”), as in effect on the date of execution of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act TIA for a statement of those such terms. The Notes are senior unsecured general obligations of the Issuer. The Company initially limited to $290,348,000 in aggregate principal amount and will rank on a parity with all other unsubordinated indebtedness of the Company; provided, however, that the authorized aggregate principal amount of the Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to increased above such amount as provided in the Indenture. The Notes include Indenture provides for the issuance of other series of debentures, notes and other evidences of indebtedness (i) $465,000,000 principal amount of including the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries“Securities”) thereunder.

Appears in 1 contract

Samples: First Supplemental Indenture (HF Sinclair Corp)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16March 26, 2011 2021, between the Company and the Guarantors named therein and the Trustee (as it may be further amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.125% Senior Notes due 2019 2028 referred to in the Indenture. The Notes include (i) $465,000,000 600,000,000 principal amount of the IssuerCompany’s 8 5/86.125% Senior Notes due 2019 2028 issued under the Indenture on May 16March 26, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16March 26, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries consents and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (loanDepot, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16August 17, 2011 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior unsecured obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.625% Senior Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 300,000,000 principal amount of the IssuerCompany’s 8 5/86.625% Senior Notes due 2019 2029 issued under the Indenture on May 16August 17, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16August 17, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are part of the same issue as the Notes offered hereby with the existing Notes for U.S. federal income Tax purposes. Any issuance of Additional Notes will be subject to Section 3.2 of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Infrastructure & Energy Alternatives, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 1612, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among CPG International LLC, the Issuer guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89.500% Senior Notes due 2019 2025 referred to in the Indenture. The Notes include (i) $465,000,000 350,000,000 principal amount of the Issuer’s 8 5/89.500% Senior Notes due 2019 2025 issued under the Indenture on May 16, 2011 (the “Initial Notes”), ) and (ii) if and when issued, additional 9.500% Senior Notes due 2025 of the Issuer that may be issued from time to time under in accordance with the Indenture subsequent to May 1612, 2011 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the IndentureIndenture and any security documents. The Indenture imposes certain limitations on the incurrence of indebtednessindebtedness and issuance of disqualified stock, the making of restricted payments, the sale of assets, the incurrence of certain liens, dividend and other payment restrictions affecting restricted subsidiaries, the making sale of payments for consentsassets and subsidiary stock, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (CPG Newco LLC)

Indenture. The Issuer Company has issued the Notes Securities under an Indenture dated as of May 16September 26, 2011 2022 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Subsidiary Guarantors and the Trustee. The terms of the Notes include those stated Terms defined in the Indenture and those made part of used herein but not defined herein have the Indenture by reference to meanings ascribed thereto in the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes Securities are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. The Notes Securities are senior obligations of the IssuerCompany. The aggregate principal amount of Notes Securities that may be authenticated and delivered under the Indenture is unlimited. This Note Security is one of the 8 5/87.375% Senior Notes due 2019 2031 referred to in the Indenture. The Notes Securities include (i) $465,000,000 500,000,000 aggregate principal amount of the IssuerCompany’s 8 5/87.375% Senior Notes due 2019 2031 issued under the Indenture on May 16September 26, 2011 2022 (the herein called “Initial NotesSecurities), ) and (ii) if and when issued, additional 7.375% Senior Notes due 2031 of the Company that may be issued from time to time under the Indenture subsequent to May 16September 26, 2011 2022 (the herein called “Additional NotesSecurities”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Securities and Additional Notes and the Exchange Notes shall be considered collectively Securities are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, the making entering into of payments for consentsaffiliate transactions, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees Guarantees of the Notes Securities by certain subsidiaries. To Guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Securities and all other amounts payable by the Company under the Indenture and the Securities when and as the same shall be due and payable, whether at Stated Maturity, by acceleration or otherwise, according to the terms of the Securities and the Indenture, the Subsidiary Guarantors have unconditionally Guaranteed (and future guarantors, together with the Subsidiary Guarantors, will unconditionally Guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Indenture (CNX Resources Corp)

Indenture. The Issuer This Note is one of a duly authorized series of Securities of the Company designated as the 7.875% Notes Due 2013 of the Company (herein sometimes referred to as the "Notes"), issued the Notes under pursuant to an Indenture dated as of May 1628, 2011 2002 (the "Indenture"), between the Company and The Bank of New York, as it may be Trustee (the "Trustee", which term includes any successor trustee under the Indenture), as amended or supplemented from time and supplemented, to time in accordance with which Indenture and all indentures supplemental thereto reference is hereby made for a description of the terms thereofrights, limitations of rights, obligations, duties and immunities thereunder of the Trustee, the “Indenture”), among the Issuer Company and the TrusteeHolders of the Notes. The terms Notes are one of an indefinite number of series of debt securities of the Company (herein collectively called the "Securities") issued or to be issued in one or more series under the Indenture. The Notes are initially issued (subject to increase as provided in the Indenture) in an aggregate principal amount of $400,000,000. The terms, conditions and provisions of the Notes include are those stated in the Indenture and Indenture, those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended, and those set forth in effect on this Note. To the date extent that the terms, conditions and other provisions of the Indenture (the “Act”). The Notes this Note modify, supplement or are subject to all terms and provisions inconsistent with those of the Indenture, then the terms, conditions and Holders other provisions of this Note shall govern. All terms used in this Note that are referred to defined in the Indenture and shall have the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred meanings assigned to them in the Indenture. The Notes include (i) $465,000,000 principal amount Company may, without the consent of the Issuer’s 8 5/8% Senior Notes due 2019 issued under holders, issue and sell additional Securities ranking equally with the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and otherwise identical in all respects (except for their date of issue, issue price and the Exchange Notes date from which interest payments thereon shall accrue) so that such additional Securities shall be considered collectively as consolidated and form a single class for all purposes of series with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesNotes.

Appears in 1 contract

Samples: Global Security Note (Toys R Us Inc)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16March 31, 2011 2014 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Subsidiary Guarantors, U.S. Bank, National Association, as Trustee (together with its successors in such capacity, the “Trustee,”) and Deutsche Bank Trust Company Americas, as collateral agent (together with its successors in such capacity, the Trustee“Collateral Agent”). The terms of the Notes include those stated in the Indenture Indenture. Capitalized terms used herein and those made part of not defined herein have the Indenture by reference to meanings ascribed thereto in the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior obligations secured Obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimitedCompany. This Note is one of the 8 5/89.5% Senior Secured Notes due 2019 2022 referred to in the Indenture. The Notes include (i) $465,000,000 400,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16March 31, 2011 2014 (the herein called “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) . The Indenture, among other things, imposes certain covenants with respect to the following matters: the Incurrence of Indebtedness by the Company and its Restricted Subsidiaries, the payment of dividends and other distributions on the Capital Stock of the Indenture and (iii) if and when issuedCompany, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes purchase or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes redemption of Capital Stock of the Indenture. The Indenture imposes Company, certain limitations on the incurrence purchases or redemptions of indebtedness, the making of restricted paymentsSubordinated Obligations or Guarantor Subordinated Obligations, the sale or transfer of assetscertain assets and Capital Stock of Subsidiaries, the incurrence issuance or sale of Capital Stock of Restricted Subsidiaries, the Incurrence of certain liensLiens, future Subsidiary Guarantors, the making business activities and investments of payments for consentsthe Company and its Restricted Subsidiaries, use of Pulitzer Subsidiaries’ cash flows, transactions with Affiliates and consensual restrictions on the entering into ability of agreements any Restricted Subsidiary to pay dividends or make distributions on its Capital Stock to the Company or any other Restricted Subsidiary; provided that restrict distribution such covenants shall be suspended if the Notes have an Investment Grade Rating from restricted subsidiaries both of the Rating Agencies and certain other conditions specified in the consummation of mergers and consolidationsIndenture are satisfied. The Indenture also imposes requirements with respect to the provision of financial information information. The Indenture also contains certain exceptions to the foregoing, and this description is subject to the provision of guarantees terms and provisions of the Notes Indenture and qualified in its entirety by certain subsidiariesreference to the Indenture.

Appears in 1 contract

Samples: Indenture (Lee Enterprises, Inc)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of May 16April 27, 2011 2022 (the “Base Indenture”) between the Company as it issuer and Computershare Trust Company, N.A., as trustee (the “Trustee”) and (ii) the First Supplemental Indenture thereto dated as of April 27, 2022 (the “First Supplemental Indenture”), between the Company and the Trustee, providing for the issuance of the Notes and certain other series of Securities. The Base Indenture, as amended and supplemented by the First Supplemental Indenture, and as may be further duly amended or and supplemented from time to time in accordance with the terms thereof, is referred to herein as the “Indenture”), among the Issuer and the Trustee. .” The terms of the Notes include those stated in the Indenture (including terms defined therein, which terms when used but not defined herein, unless the context requires otherwise, shall have the meanings assigned to such terms in the Indenture) and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections 77aaa-77bbbb) the “TIA”), as in effect on the date of execution of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act TIA for a statement of those such terms. The Notes are senior unsecured general obligations of the Issuer. The Company initially limited to $325,034,000 in aggregate principal amount and will rank on a parity with all other unsubordinated indebtedness of the Company; provided, however, that the authorized aggregate principal amount of the Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to increased above such amount as provided in the Indenture. The Notes include Indenture provides for the issuance of other series of debentures, notes and other evidences of indebtedness (i) $465,000,000 principal amount of including the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries“Securities”) thereunder.

Appears in 1 contract

Samples: First Supplemental Indenture (HF Sinclair Corp)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16August 7, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Guarantors, the Trustee and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) U.S. Bank National Association, as in effect on the date of the Indenture notes collateral agent (the “ActNotes Collateral Agent”). Capitalized terms used herein are used as defined in the Indenture, unless otherwise indicated. The Notes are subject to all terms and provisions of the Indenture, and Holders the holders (as defined in the Indenture) are referred to the Indenture and the Act for a statement of those termssuch terms and provisions. If and to the extent that any provision of the Notes limits, qualifies or conflicts with a provision of the Indenture, such provision of the Indenture shall control. The Notes are senior obligations secured Obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. [This Note is one of the 8 5/8% Senior Initial Notes due 2019 referred to in the Indenture. Indenture and is referred to herein as the “Initial Notes.”]3 The Notes include (i) $465,000,000 principal amount comprise a series of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 and include the Initial Notes [(the “Initial Notes”), (ii) if ] and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “any Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial NotesNotes and any Additional Notes may, at the Company’s option, be treated as a single class of securities for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and offers to purchase; provided that if the Additional Notes are not fungible with the Initial Notes for U.S. federal income tax purposes, the Additional Notes will have a separate CUSIP number and/or ISIN, if applicable. Holders of the Initial Notes and the Exchange Additional Notes shall be considered collectively vote and consent together as one class on all matters to which such holders are entitled to vote or consent, and none of the holders of the Initial Notes or the Additional Notes shall have the right to vote or consent as a single separate class for all purposes of the Indentureon any matter to which such holders are entitled to vote or consent. The Indenture imposes certain limitations on the incurrence ability of indebtednessthe Company and the Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, Incur Indebtedness, enter into consensual restrictions upon the making of restricted payments, the sale of assets, the incurrence payment of certain liensdividends and distributions by such Restricted Subsidiaries, the making of payments for consentsenter into or permit certain transactions with Affiliates, the entering into of agreements that restrict distribution from restricted subsidiaries create or Incur Liens and the consummation of mergers and consolidationsmake Asset Sales. The Indenture also imposes requirements limitations on the ability of the Company and each Guarantor to consolidate or merge with respect or into any other Person or convey, transfer or lease all or substantially all of its property. The Guarantors (including each Wholly Owned Restricted Subsidiary of the Company that is not an Excluded Subsidiary and that is required to guarantee the Guaranteed Obligations 3 For Initial Notes. ​ ​ pursuant to Section 4.11 of the Indenture) shall jointly and severally guarantee the Guaranteed Obligations pursuant to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesIndenture.

Appears in 1 contract

Samples: Indenture (G Iii Apparel Group LTD /De/)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16October 2, 2011 2020, among the Issuer, the Guarantors and the Trustee (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.625% Senior Notes due 2019 2025 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/85.625% Senior Notes due 2019 2025 issued under the Indenture on May 16October 2, 2011 2020 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16October 2, 2011 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax or securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Carvana Co.)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16December 6, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A. (the Trustee”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.125% Senior Notes Notes, Series B, due 2019 2021 referred to in the Indenture. The Notes include (i) $465,000,000 800,000,000 principal amount of the Issuer’s 8 5/87.125% Senior Notes Notes, Series A, due 2019 2021 issued under the Indenture on May 16December 6, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes 7.125% Senior Notes, Series A, due 2021 or 7.125% Senior Notes, Series B, due 2021 of the Issuer that may be issued from time to time under the Indenture subsequent to May 16December 6, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/87.125% Senior Notes Notes, Series B, due 2019 2021 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtednessindebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, entering into transactions with affiliates, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and subsidiaries, the consummation of mergers and consolidationsconsolidations and the activities of the Issuer prior to the consummation of the Acquisition. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. Upon the occurrence of an Investment Grade Rating Event, certain covenants will no longer be in effect. Certain restrictions on the Issuer will cease to be in effect upon the consummation of the Acquisition.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer Company issued the 2053 Notes as a series of Securities under an the Indenture dated as of May 1631, 2011 2023 (the “Base Indenture”) between the Company and the Trustee, as it may be amended or supplemented from time to time in accordance by the First Supplemental Indenture dated as of May 31, 2023 (the “Supplemental Indenture” and, together with the terms thereofBase Indenture and any one or more additional supplemental indentures thereto applicable to the 2053 Notes, herein called the “Indenture”) among the Company, Ovintiv Canada ULC, a British Columbia corporation (the “Subsidiary Guarantor”), among the Issuer and the Trustee. The terms of the 2053 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in effect on the date of the Indenture (the “Act”)Indenture. The 2053 Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. The Notes are senior obligations In the event of any inconsistency between the terms of this 2053 Note and the terms of the IssuerIndenture, the terms of the Indenture shall control. The aggregate principal amount of 2053 Notes that may be authenticated and delivered under the Indenture is unlimited. This 2053 Note is one of the 8 5/87.100% Senior Notes due 2019 2053 referred to in the Indenture. The 2053 Notes include (i) $465,000,000 400,000,000 aggregate principal amount of the IssuerCompany’s 8 5/87.100% Senior Notes due 2019 2053 issued under the Indenture on May 1631, 2011 2023 in an offering registered under the Securities Act (the “Initial 2053 Notes”), and (ii) if and when issued, an unlimited principal amount of additional 7.100% Senior Notes due 2053 that may be issued from time to time time, under the Indenture Indenture, subsequent to May 1631, 2011 2023 (the “Additional 2053 Notes”) as provided in Section 2.1(a) of ” and, together with the Indenture and (iii) if and when issuedInitial 2053 Notes, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called Exchange 2053 Notes”). The Initial Notes, the Additional 2053 Notes and the Exchange Additional 2053 Notes shall be considered collectively as a single class series of Securities for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (Ovintiv Inc.)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16September 25, 2011 2002 (the “Original Indenture”), as it may be amended or supplemented from time to time in accordance by the Eighteenth Supplemental Indenture dated as of July 14, 2010 (the “Supplemental Indenture” and, together with the terms thereofOriginal Indenture, the “Indenture”), ) among the Issuer Issuers and the TrusteeTrustee and, with respect to the Supplemental Indenture, the subsidiary guarantors signatory thereto (the “Subsidiary Guarantors”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections U.S. Code §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior joint and several obligations of the Issuer. The Issuers initially in aggregate principal amount of $400 million. The Issuers may issue an unlimited aggregate principal amount of Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Any such Additional Notes that may are actually issued shall be treated as issued from time and outstanding Notes (and as the same series (with identical terms other than with respect to time under the Indenture subsequent issue date, the date of first payment of interest, if applicable, and the payment of interest accruing prior to May 16, 2011 (the “Additional Notes”issue date) as provided in Section 2.1(athe initial Notes) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture, including waivers, amendments, redemptions and offers to purchase. The Indenture imposes certain limitations To secure the due and punctual payment of the principal and interest on the incurrence of indebtedness, Notes and all other amounts payable by the making of restricted payments, Issuers under the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Indenture and the consummation of mergers Notes when and consolidations. The Indenture also imposes requirements with respect as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Note Obligations under the Indenture and the Notes on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Eighteenth Supplemental Indenture (Plains All American Pipeline Lp)

Indenture. The Issuer issued the 2020 Notes under an the Senior Indenture (the “Base Indenture”), dated as of May 16March 10, 2011 2015, among the Issuer, the Guarantors party thereto, Wilmington Trust, National Association, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, a New York banking corporation, as it may Registrar, Paying Agent and Authenticating Agent. The Issuer shall be amended or supplemented from time entitled to time issue Additional 2020 Notes pursuant to the Base Indenture. The terms of the 2020 Notes include those stated in accordance the Base Indenture and those made part of the Base Indenture by reference to the second supplemental indenture, among the Issuer, the Guarantors party thereto, the Trustee and the Registrar and Paying Agent, dated as of November 19, 2015 (the “Second Supplemental Indenture” and together with the terms thereofBase Indenture, the “Indenture”), among setting forth the Issuer and the Trustee. The additional terms of the 2020 Notes include those stated in pursuant to Section 2.03 of the Base Indenture and those made part the provisions of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “Trust Indenture Act”). The 2020 Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those such terms. The Notes are senior obligations To the extent any provision of this 2020 Note conflicts with the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) express provisions of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as those other provisions forming a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements part thereof with respect to the provision of financial information and 2020 Notes, the provision of guarantees provisions of the Indenture and such other provisions with respect to the 2020 Notes by certain subsidiariesshall govern and be controlling.

Appears in 1 contract

Samples: Second Supplemental Indenture (Delphi Automotive PLC)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16August 17, 2011 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A. (the Trustee”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.750% Senior Notes Notes, Series A, due 2019 2024 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/87.750% Senior Notes Notes, Series A, due 2019 2024 issued under the Indenture on May 16August 17, 2011 2017 (the “Initial Notes”), (ii) if and when issued, additional Notes 7.750% Senior Notes, Series A, due 2024 or 7.75% Senior Notes, Series B, due 2024 of the Issuer that may be issued from time to time under the Indenture subsequent to May 16August 17, 2011 2017 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/87.750% Senior Notes Notes, Series B, due 2019 2024 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16December 21, 2011 2018 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors, the Trustee and the TrusteeWilmington Trust, National Association, as Collateral Agent. The terms of the Notes include those stated in the Indenture. The Issuer is not required to offer to exchange the Notes for notes registered under the Securities Act or otherwise register or qualify by prospectus the Notes for resale under the Securities Act. The Indenture and those made part of the Indenture by reference to will not be qualified under the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) (as in effect on the date of the Indenture (Indenture, the “Act”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders Noteholders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of this Note and the Indenture, the terms of the Indenture shall govern and control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8Issuer’s 9.00% Cash / 2.00% PIK Senior Secured Second Lien Notes due 2019 2024 referred to in the Indenture. The Notes include (i) $465,000,000 545,000,000 aggregate principal amount of the Issuer’s 8 5/89.00% Cash / 2.00% PIK Senior Secured Second Lien Notes due 2019 2024 issued under the Indenture on May 16December 21, 2011 2018 (the herein called “Initial Notes”), and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16December 21, 2011 2018 in exchange for the Issuer’s 6.875% Senior Notes due 2022 in accordance with Section 3.3(b)(13), additional 9.00% Cash / 2.00% PIK Senior Secured Second Lien Notes due 2024 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, the making entering into of payments for consentsaffiliate transactions, the entering into of agreements that restrict distribution from certain restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. The Initial Notes issued on the Issue Date, any Additional Notes, any PIK Notes and any increase in the aggregate principal amount of Notes to pay PIK Interest will be treated as a single class for all purposes under the Indenture. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Notes and all other amounts payable by the Issuer under the Indenture and the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Notes and the Indenture, the Guarantors have unconditionally guaranteed (and future guarantors, together with the Guarantors, will unconditionally Guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Indenture (Ultra Petroleum Corp)

Indenture. The Issuer issued the Notes Securities under an Indenture dated as of May 16December 20, 2011 2002 (as it may be amended or supplemented from time pursuant to time in accordance with the terms thereofFirst Supplemental Indenture dated as of May 21, 2003 and the Second Supplemental Indenture dated as of October 19, 2007 by and between the Company and the Trustee, the “Indenture”), among ) by and between the Issuer Company and the Trustee. This Security is one of a duly authorized issue of Securities of the Issuer. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections (S)(S) 77aaa-77bbbb) (the “TIA”), as in effect on the date of the Indenture (until such time as the “Act”)Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders of Securities are referred to the Indenture and the Act TIA for a statement of those termsthem. The Notes Securities are senior general obligations of the Issuer. The Issuer unlimited in amount, of which an aggregate principal amount at maturity of Notes that may be authenticated $123,500,000 has been issued on the Issue Date.” (b) The text of each of Sections 8 and delivered under 15 of the form of Note attached as Exhibit A and Exhibit B to the Indenture is unlimited. This shall be deleted in its entirety and replaced with the following: “{Reserved}”. (c) The “Option of Holder to Elect Purchase” form attached to the form of Note is one of the 8 5/8% Senior Notes due 2019 referred attached as Exhibit A and Exhibit B to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of amended to delete the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries following: “or Section 4.17” and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries“Section 4.17 ”.

Appears in 1 contract

Samples: Second Supplemental Indenture (Compass Minerals International Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 19, 2011 2024, among the Issuer, the Guarantors named therein and from time to time party thereto, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.875% Senior Secured Notes due 2019 2032 referred to in the Indenture. The Notes include (i) $465,000,000 600,000,000 principal amount of the Issuer’s 8 5/85.875% Senior Secured Notes due 2019 2032 issued under the Indenture on May 16September 19, 2011 2024 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 19, 2011 2024 (the “Additional Notes”) as provided in Section ‎Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Notes Additional Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from the Initial Notes. The Additional Notes can be issued without the consent of any Holder, subject to compliance with any covenants set forth in the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, permitted activities of the Issuer, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Ryan Specialty Holdings, Inc.)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of May 16October 4, 2011 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as it issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Company, the Parent Guarantor and the Trustee, providing for the Company as the successor issuer and (iii) the Twenty-Sixth Supplemental Indenture thereto dated as of October 14, 2014 (the “Twenty-Sixth Supplemental Indenture”), among the Company, the Parent Guarantor and the Trustee, providing for the issuance of Debt Securities of the series whose designation appears on the face hereof. The Original Indenture, as amended and supplemented by the Tenth Supplemental Indenture and the Twenty-Sixth Supplemental Indenture, and as may be further duly amended or and supplemented from time to time in accordance with the terms thereof, is referred to herein as the “Indenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Company as “3.75% Senior Notes due 2025” (such series of Debt Securities being referred to herein as the “Securities”), among all of which are issued or to be issued under and pursuant to the Issuer and the TrusteeIndenture. The terms of the Notes Securities include those stated in the Indenture Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “ActTIA”). The Notes Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders of Securities are referred to the Indenture and the Act TIA for a statement of those terms. The Notes are senior obligations such terms and a description of the Issuer. The aggregate principal amount rights, limitations of Notes that may be authenticated rights, obligations, duties and delivered under the Indenture is unlimited. This Note is one immunities thereunder of the 8 5/8% Senior Notes due 2019 referred Trustee, the Company, the Parent Guarantor and the Holder hereof. If and to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) extent any provision of the Indenture and (iii) if and when issuedlimits, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under qualifies or conflicts with any other provision of the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided that is required to be included in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, Indenture or is deemed applicable to the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes Indenture by virtue of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees provisions of the Notes by certain subsidiariesTIA, such required provision shall control.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

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Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16August 4, 2011 2020 (as it may be amended or supplemented from time to time in accordance with the terms thereof, herein called the “Indenture”), ) among the Issuer Company, the Subsidiary Guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all the terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are general senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimitedCompany. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Initial Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “any Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence ability of indebtednessthe Company and its Restricted Subsidiaries to, the making of restricted paymentsamong other things, the sale of assetsmake certain Investments and other Restricted Payments, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries pay dividends and the consummation of mergers other distributions and consolidationscreate or incur Liens. The Indenture also imposes requirements limitations on the ability of the Company and each Subsidiary Guarantor to consolidate or merge with respect or into any other Person or convey, transfer or lease all or substantially all of its property. 1 To be February 15, 2021 for the Initial Notes. To guarantee the due and punctual payment of the principal of, premium, if any, and interest on the Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed, on a senior unsecured basis, the obligations of the Company under the Notes pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Indenture (Mastec Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16February 8, 2011 2019, among the Issuer, the Trustee and the Notes Collateral Agent, as supplemented by the First Supplemental Indenture dated as of February 8, 2019, among the Issuer, the Guarantors named therein and the Trustee (as it may be further amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.875% Senior First Lien Notes due 2019 2026 referred to in the Indenture. The Notes include (i) $465,000,000 700,000,000 principal amount of the Issuer’s 8 5/86.875% Senior First Lien Notes due 2019 2026 issued under the Indenture on May 16February 8, 2011 2019 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16February 8, 2011 2019 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Dun & Bradstreet Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 19, 2011 2024, among the Issuer, the Guarantors named therein and from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Base Indenture”), as it amended and supplemented by the First Supplemental Indenture, dated as of December 2, 2024, among the Issuer, the Guarantors named therein and from time to time party thereto, the Trustee and the Notes Collateral Agent (the “Supplemental Indenture”, and the Base Indenture as supplemented by the First Supplemental Indenture and as may be further amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued an Additional Note under the Indenture on May 16, 2011 (and the “Initial Notes”), (ii) if and when issued, additional Company shall be entitled to issue further Additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Notes Additional Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from the Initial Notes. The Additional Notes can be issued without the consent of any Holder, subject to compliance with any covenants set forth in the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, permitted activities of the Issuer, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Supplemental Indenture (Ryan Specialty Holdings, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of May 16[•], 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”)20[•], among the Issuer Company, the Guarantors party thereto, Wilmington Trust, National Association, as trustee (the “Trustee”) and Deutsche Bank Trust Company Americas, a New York banking corporation, as authenticating agent, registrar and paying agent. The Company shall be entitled to issue additional Notes with respect to this series of Notes pursuant to the TrusteeIndenture. The terms of the Notes of this series include those stated in the Indenture and those made part of the Indenture by reference to the Officer’s Certificate or supplemental indenture setting forth the additional terms of this series of Notes pursuant to Section 2.03 of the Indenture and the provisions of the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “Trust Indenture Act”). The Notes of this series are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture and those termsother provisions forming a part thereof with respect to this series of Notes, the provisions of the Indenture and such other provisions with respect to this series shall govern and be controlling. [OTHER APPLICABLE PROVISIONS] [•]. DENOMINATIONS, TRANSFER, EXCHANGE. The Notes of this series are senior obligations in registered form without coupons in denominations of the Issuer$2,000 and any integral multiple of $1,000 in excess of $2,000. The aggregate principal amount transfer of Notes that of this series may be authenticated registered and delivered under the Indenture is unlimited. This Note is one Notes of the 8 5/8% Senior Notes due 2019 referred to this series may be exchanged as provided in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes Registrar and the Exchange Notes shall be considered collectively as Trustee may require a single class for all purposes of Holder, among other things, to furnish appropriate endorsements and transfer documents and the Company may require a Holder to pay any taxes and fees required by law or permitted by the Indenture. The Indenture imposes certain limitations on Registrar shall not be required to register the incurrence transfer of indebtedness, the making or exchange of restricted payments, the sale (a) any Note of assets, the incurrence of certain liens, the making of payments this series selected for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect redemption in whole or in part pursuant to the provision of financial information and the provision of guarantees Article 3 of the Indenture, except the unredeemed portion of any such Note being redeemed in part, or (b) any such Note for a period beginning 15 days before the mailing of a notice of an offer to repurchase or redeem such Notes by certain subsidiariesor 15 days before an Interest Payment Date (whether or not an Interest Payment Date or other date determined for the payment of interest), and ending on such mailing date or Interest Payment Date, as the case may be.

Appears in 1 contract

Samples: Senior Indenture (Delphi Trade Management, LLC)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16December 21, 2011 2011, by and between the Borrower and The Bank of New York Mellon Trust Company, N.A., as trustee, as supplemented by the First Supplemental Indenture, dated as of December 21, 2011, by and between the Borrower and The Bank of New York Mellon Trust Company, N.A., as trustee, and the Second Supplemental Indenture, dated as of August 15, 2013, by and between the Borrower and The Bank of New York Mellon Trust Company, N.A., as trustee. This Assignment and Assumption (the “Assignment and Assumption”) is dated as of the Effective Date set forth below and is entered into by and between [Insert name of Assignor] (the “Assignor”) and [Insert name of Assignee] (the “Assignee”). Capitalized terms used but not defined herein shall have the meanings given to them in the Credit Agreement identified below (as it may be amended or supplemented amended, the “Credit Agreement”), receipt of a copy of which is hereby acknowledged by the Assignee. The Standard Terms and Conditions set forth in Annex 1 attached hereto are hereby agreed to and incorporated herein by reference and made a part of this Assignment and Assumption as if set forth herein in full. For an agreed consideration, the Assignor hereby irrevocably sells and assigns to the Assignee, and the Assignee hereby irrevocably purchases and assumes from time the Assignor, subject to time and in accordance with the terms thereofStandard Terms and Conditions and the Credit Agreement, as of the Effective Date inserted by the Administrative Agent as contemplated below (i) all of the Assignor’s rights and obligations in its capacity as a Lender under the Credit Agreement and any other documents or instruments delivered pursuant thereto to the extent related to the amount and percentage interest identified below of all of such outstanding rights and obligations of the Assignor under the respective facilities identified below (including any letters of credit and guarantees included in such facilities) and (ii) to the extent permitted to be assigned under applicable law, all claims, suits, causes of action and any other right of the Assignor (in its capacity as a Lender) against any Person, whether known or unknown, arising under or in connection with the Credit Agreement, any other documents or instruments delivered pursuant thereto or the loan transactions governed thereby or in any way based on or related to any of the foregoing, including contract claims, tort claims, malpractice claims, statutory claims and all other claims at law or in equity related to the rights and obligations sold and assigned pursuant to clause (i) above (the rights and obligations sold and assigned pursuant to clauses (i) and (ii) above being referred to herein collectively as the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “ActAssigned Interest”). The Notes are subject to all terms Such sale and provisions of the Indenture, and Holders are referred assignment is without recourse to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16Assignor and, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) except as expressly provided in Section 2.1(a) of this Assignment and Assumption, without representation or warranty by the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesAssignor.

Appears in 1 contract

Samples: Credit Agreement (Amtrust Financial Services, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 1612, 2011 2022, among the Issuer, Frontier Video Services Inc. (the “Grantor”), the Guarantors party thereto from time to time, the Trustee and the Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/88.750% Senior First Lien Secured Notes due 2019 2030 referred to in the Indenture. The Notes include (i) $465,000,000 1,200,000,000 principal amount of the Issuer’s 8 5/88.750% Senior First Lien Secured Notes due 2019 2030 issued under the Indenture on May 1612, 2011 2022 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 1612, 2011 2022 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Issuer otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Frontier Communications Parent, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16April 30, 2011 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/811.00% Senior Notes due 2019 2023 referred to in the Indenture. The Notes include (i) $465,000,000 360,000,000 principal amount of the Issuer’s 8 5/811.00% Senior Notes due 2019 2023 issued under the Indenture on May 16April 30, 2011 2015 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16April 30, 2011 2015 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (21st Century Oncology Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16February 3, 2011 2022, among the Issuer, the Guarantors named therein and from time to time party thereto, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/84.375% Senior Secured Notes due 2019 2030 referred to in the Indenture. The Notes include (i) $465,000,000 400,000,000 principal amount of the Issuer’s 8 5/84.375% Senior Secured Notes due 2019 2030 issued under the Indenture on May 16February 3, 2011 2022 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16February 3, 2011 2022 (the “Additional Notes”) as provided in Section ‎Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Notes Additional Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from the Initial Notes. The Additional Notes can be issued without the consent of any Holder, subject to compliance with any covenants set forth in the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, permitted activities of the Issuer, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Ryan Specialty Group Holdings, Inc.)

Indenture. The Issuer Company issued the Notes Securities under an Indenture dated as of May June 16, 2011 2006 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the Note Guarantors and the Trustee. Mxxxxxx Lxxxx PCG, Inc. (the “Initial Holder”) The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”), whether or not subject to the Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes Securities are general senior subordinated secured obligations of the IssuerCompany. The aggregate principal amount of Notes securities that may be authenticated executed, authenticated, if applicable, and delivered under the Indenture is unlimited. This Note Security is one of the 8 5/816% Senior Subordinated Notes due 2019 2011 referred to in the Indenture. The Notes Securities include (i) $465,000,000 102,000,000 aggregate principal amount of the Issuer’s 8 5/816% Senior Subordinated Pay-In-Kind Notes due 2019 2011 issued under on the Indenture on May 16, 2011 date hereof (the “Initial NotesSecurities), ) and (ii) if and when issued, an unlimited principal amount of additional Senior Subordinated Pay-In-Kind Notes due 2011 in a non-registered offering that may be issued offered from time to time under or issued as payment of interest on the Indenture Securities, in each case, subsequent to May 16, 2011 the Issue Date (the “Additional Notes”) as provided in Section 2.1(a) of Securities” and together with the Indenture and (iii) if and when issuedInitial Securities, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called Exchange NotesSecurities”). The Initial Notes, the Securities and Additional Notes and the Exchange Notes shall be considered collectively Securities are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, affiliate transactions, the sale of capital stock of restricted subsidiaries, the making of payments for consents, the entering into of agreements that restrict distribution distributions from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes Securities by certain subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest (including post-filing or post-petition interest) on the Securities and all other amounts payable by the Company under the Indenture and the Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of the Securities and the Indenture, the Note Guarantors have fully, unconditionally and irrevocably Guaranteed (and future guarantors, together with the Note Guarantors, will fully, unconditionally and irrevocably Guarantee), jointly and severally, to each Holder of the Securities and the Trustee the Guarantor Obligations pursuant to Article XI of the Indenture on a senior subordinated basis.

Appears in 1 contract

Samples: Indenture (Libbey Inc)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16August 17, 2011 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A. (the Trustee”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.750% Senior Notes Notes, Series B, due 2019 2024 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/87.750% Senior Notes Notes, Series A, due 2019 2024 issued under the Indenture on May 16August 17, 2011 2017 (the “Initial Notes”), (ii) if and when issued, additional Notes 7.750% Senior Notes, Series A, due 2024 or 7.750% Senior Notes, Series B, due 2024 of the Issuer that may be issued from time to time under the Indenture subsequent to May 16August 17, 2011 2017 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/87.750% Senior Notes Notes, Series B, due 2019 2024 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries consents and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer Company issued the Notes under an the Indenture dated as of May 16June 13, 2011 2014 (the “Base Indenture”), between the Company and the Trustee, as it may be amended or supplemented from time to time in accordance with by the terms thereofFirst Supplemental Indenture, dated as of June 25, 2014 (the “First Supplemental Indenture”), as further supplemented by the Second Supplemental Indenture, dated as of December 5, 2016 (the “Second Supplemental Indenture”), among the Company, the Guarantors, and the Trustee (the Base Indenture, as supplemented by the First Supplemental Indenture and the Second Supplemental Indenture, the “Indenture”), among . This Note is one of a duly authorized series of Notes of the Issuer and Company designated as its 5.50% Senior Notes due 2019. The Notes are limited in aggregate principal amount to $450,000,000. Capitalized terms herein are used as defined in the TrusteeIndenture unless otherwise defined herein. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections U.S. Code §§ 77aaa-77bbbb) (the “TIA”), as in effect on the date of the Indenture (Indenture. Notwithstanding anything to the “Act”). The contrary herein, the Notes are subject to all such terms, and Holders of Notes are referred to the Indenture and the TIA for a statement of them. To the extent any provision of the Notes limits, qualifies or conflicts with another provision which is required to be included in the Indenture by the TIA or with the Indenture directly, the required TIA provision or Indenture provision, as applicable, shall control. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and Holders are referred to as the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that same may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued amended from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariestime.

Appears in 1 contract

Samples: Second Supplemental Indenture (Allegiant Travel CO)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of May 16October 4, 2011 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as it issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Xxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Company, the Parent Guarantor and the Trustee, providing for the Company as the successor issuer and (iii) the Twenty-Sixth Supplemental Indenture thereto dated as of October 14, 2014 (the “Twenty-Sixth Supplemental Indenture”), among the Company, the Parent Guarantor and the Trustee, providing for the issuance of Debt Securities of the series whose designation appears on the face hereof. The Original Indenture, as amended and supplemented by the Tenth Supplemental Indenture and the Twenty-Sixth Supplemental Indenture, and as may be further duly amended or and supplemented from time to time in accordance with the terms thereof, is referred to herein as the “Indenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Company as “2.55% Senior Notes due 2019” (such series of Debt Securities being referred to herein as the “Securities”), among all of which are issued or to be issued under and pursuant to the Issuer and the TrusteeIndenture. The terms of the Notes Securities include those stated in the Indenture Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “ActTIA”). The Notes Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders of Securities are referred to the Indenture and the Act TIA for a statement of those terms. The Notes are senior obligations such terms and a description of the Issuer. The aggregate principal amount rights, limitations of Notes that may be authenticated rights, obligations, duties and delivered under the Indenture is unlimited. This Note is one immunities thereunder of the 8 5/8% Senior Notes due 2019 referred Trustee, the Company, the Parent Guarantor and the Holder hereof. If and to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) extent any provision of the Indenture and (iii) if and when issuedlimits, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under qualifies or conflicts with any other provision of the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided that is required to be included in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, Indenture or is deemed applicable to the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes Indenture by virtue of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees provisions of the Notes by certain subsidiariesTIA, such required provision shall control.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16April 27, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A. (the Trustee”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.375% Senior Notes Notes, Series A, due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/86.375% Senior Notes Notes, Series A, due 2019 issued under the Indenture on May 16April 27, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes 6.375% Senior Notes, Series A, due 2019 or 6.375% Senior Notes, Series B, due 2019 of the Issuer that may be issued from time to time under the Indenture subsequent to May 16April 27, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/86.375% Senior Notes Notes, Series B, due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtednessindebtedness and issuance of disqualified stock and preferred stock, the making of restricted payments, the sale of assetsassets and subsidiary stock, the incurrence of certain liens, entering into transactions with affiliates, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries. Upon the occurrence of an Investment Grade Rating Event, certain covenants will no longer be in effect.

Appears in 1 contract

Samples: Indenture (Superior Energy Services Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16October 14, 2011 2021, among the Issuer, the Guarantors named therein and the Trustee (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/84.000% Senior Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/84.000% Senior Notes due 2019 2029 issued under the Indenture on May 16October 14, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16October 14, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence Incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence Incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Thor Industries Inc)

Indenture. The Issuer Company issued the Notes under an Indenture indenture, dated as of May 16August 7, 2011 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, eircom, The Bank of New York (the “Trustee”), The Bank of New York (Luxembourg) S.A., as Paying Agent and transfer agent, AIB/BNY Fund Management (Ireland) Limited as Irish Paying Agent and transfer agent, and The Bank of New York, London, as Principal Paying Agent and transfer agent. This Note is one of a duly authorized issue of Exchange Notes (as defined in the TrusteeIndenture) of the Company designated as its euro-denominated 7.25% Senior Notes due 2013 or its dollar-denominated 7.25% Senior Notes due 2013. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. US Code Sections 77aaa-77bbbb) (the “TIA”), as in effect on the date of the Indenture (until such time as the “Act”)Indenture is qualified under the TIA, and thereafter as in effect on the date on which the Indenture is qualified under the TIA. The Notwithstanding anything to the contrary herein, the Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders of Notes are referred to the Indenture and the Act TIA for a statement of those termsthem. The Notes are senior general obligations of the IssuerCompany. The Notes are not limited in aggregate principal amount of and Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to (as defined in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent Indenture, in each case subject to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) terms of the Indenture Indenture; provided that the aggregate principal amount of Initial Notes (as defined in the Indenture) that will be issued on the Issue Date will not exceed €550,000,000. Each Holder, by accepting a Note, agrees to be bound by all of the terms and (iii) if and when issuedprovisions of the Indenture, as the Issuer’s 8 5/8% Senior Notes due 2019 that same may be issued amended from time to time under time. Terms capitalized but not otherwise defined herein shall have the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided meaning assigned them in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Senior Indenture (Valentia Telecommunications)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16February 8, 2011 2019, among the Issuer and the Trustee, as supplemented by the First Supplemental Indenture dated as of February 8, 2019, among the Issuer, the Guarantors named therein and the Trustee (as it may be further amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/810.250% Senior Notes due 2019 2027 referred to in the Indenture. The Notes include (i) $465,000,000 750,000,000 principal amount of the Issuer’s 8 5/810.250% Senior Notes due 2019 2027 issued under the Indenture on May 16February 8, 2011 2019 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16February 8, 2011 2019 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Dun & Bradstreet Holdings, Inc.)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16June 29, 2011 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the "Indenture"), among the Issuer Issuers and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections (s).(s). 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”"TIA"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders of the Notes are referred to the Indenture and the Act TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuer. The Issuers limited to $400,000,000 aggregate principal amount at maturity, except for Notes authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Notes pursuant to Section 304, 305, 306, 307, 310, 906, 1012, 1013 or 1108 or pursuant to an Exchange Offer or Private Exchange Offer, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, up to $400,000,000 aggregate principal amount of Addi- tional Notes that may be authenticated having substantially identical terms and delivered under conditions as the Indenture is unlimitedInitial Notes. This Note is one of the 8 5/8% Senior Initial2 Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 and any Exchange Notes or Private Exchange Notes issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for the Initial Notes or Additional Notes in an offer registered under pursuant to the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes, the Exchange Notes and the Private Exchange Notes shall be considered collectively are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence Incurrence of indebtednessIndebtedness by the Issuers, and the Issuers' Restricted Subsidiaries, the making payment of restricted paymentsdividends on, and the purchase or redemption of Equity Interests of Mediacom Broadband LLC and its Restricted Subsidiaries, the sale or transfer of assets, the incurrence investments of certain liensMediacom Broadband LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the making Indenture limits the ability of payments for consents, the entering into of agreements that Mediacom Broadband LLC and its Restricted Subsidiaries to restrict distribution distributions and dividends from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesRestricted Subsidiaries.

Appears in 1 contract

Samples: Indenture (Mediacom Broadband Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16July 21, 2011 2021, among the Issuer, the Guarantors from time to time party thereto, the Trustee and the Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.375% Senior Secured Notes due 2019 2026 referred to in the Indenture. The Notes include (i) $465,000,000 415,000,000 principal amount of the Issuer’s 8 5/85.375% Senior Secured Notes due 2019 2026 issued under the Indenture on May 16July 21, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16July 21, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on ; provided that the incurrence of indebtedness, Additional Notes will not be issued with the making of restricted payments, same CUSIP as the sale of assets, existing Notes unless such Additional Notes are fungible with the incurrence of certain liens, the making of payments existing Notes for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesU.S. federal income tax purposes.

Appears in 1 contract

Samples: Indenture (Moneygram International Inc)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16November 25, 2011 2020, among the Issuer, the Trustee and the Collateral Agent[, as supplemented by the Supplemental Indenture dated as of [ ], 202[ ], among the Issuer, the Guarantors named therein, the Trustee and the Collateral Agent] (as it may be [further] amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.000% Senior First Lien Secured Notes due 2019 2028 referred to in the Indenture. The Notes include (i) $465,000,000 1,550,000,000 principal amount of the Issuer’s 8 5/85.000% Senior First Lien Secured Notes due 2019 2028 issued under the Indenture on May 16November 25, 2011 2020 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16November 25, 2011 2020 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Frontier Communications Corp)

Indenture. The Issuer issued the 2023 Notes under an Indenture dated as of May 16April 5, 2011 2013 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, Holdings and the Trustee. The terms of the 2023 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) (the “TIA”) as in effect on the date of on which the Indenture (is qualified under the “Act”)TIA. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The 2023 Notes are subject to all terms and provisions of the Indenture, and the Holders (as defined in the Indenture) are referred to the Indenture and and, from the Act date on which the Indenture is qualified under the TIA, the TIA for a statement of those termssuch terms and provisions; in the event of any conflict between this 2023 Note and the Indenture, the terms of the Indenture shall govern. The 2023 Notes are unsecured senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This 2023 Note is one of the 8 5/8% Senior Exchange 2023 Notes due 2019 referred to in the Indenture. The 2023 Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Initial 2023 Notes due 2019 and any Exchange 2023 Notes issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial 2023 Notes or Additional Notes in an offer registered under pursuant to the Securities Act Indenture. Except as otherwise provided in the Registration Rights Agreement (herein called “Indenture, the Initial 2023 Notes and any Exchange 2023 Notes”). The , collectively with the Initial 2018 Notes, any Exchange 2018 Notes, the Additional Initial 2021 Notes and the any Exchange 2021 Notes shall be considered collectively are treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the incurrence ability of indebtednessthe Issuer and its Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the making of restricted payments, the sale of assets, the incurrence payment of certain liensdividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the making of payments for consentsIssuer and such Restricted Subsidiaries, the entering enter into of agreements that restrict distribution from restricted subsidiaries or permit certain transactions with Affiliates, create or incur Liens and the consummation of mergers and consolidationsmake asset sales. The Indenture also imposes requirements limitations on the ability of the Issuer and any Subsidiary Guarantor to consolidate or merge with respect or into any other Person or convey, transfer or lease all or substantially all of its property. To guarantee the due and punctual payment of the principal and interest, on the 2023 Notes and all other amounts payable by the Issuer under the Indenture and the 2023 Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision terms of financial information the 2023 Notes and the provision of guarantees of Indenture, the Notes by certain subsidiariesGuarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on an unsecured senior basis on the terms set forth in the Indenture.

Appears in 1 contract

Samples: Indenture (Intelsat S.A.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 1, 2011 2023, among the Issuer, the Guarantors, the Trustee and the Secured Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89.0% / 14.0% Cash / PIK Senior Secured Notes due 2019 2031 referred to in the Indenture. The Notes include (i) $465,000,000 1,741,259,000 principal amount of the Issuer’s 8 5/89.0% / 14.0% Cash / PIK Senior Secured Notes due 2019 2031 issued under the Indenture on May 16September 1, 2011 2023 (the “Initial Notes”), (ii) PIK Notes issued from time to time as a result of a PIK Payment under the Indenture and (iii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 1, 2011 2023 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Notes PIK Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that any Additional Notes will not be issued with the same CUSIP number, ISIN or other identifying number as the Initial Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax and securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Carvana Co.)

Indenture. The Issuer Company issued the U.S. Notes under an Indenture dated as of May 16October 21 , 2011 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture"), among the Issuer Issuers, the Guarantors, the Trustee and the TrusteeCollateral Agent. This U.S. Note is one of a duly authorized issue of Initial U.S. Notes of the Company designated as its 13% Senior Secured Notes due 2007 (the "Initial U.S. Notes"). The U.S. Notes include the Initial U.S. Notes and the Exchange U.S. Notes issued in exchange for the Initial U.S. Notes pursuant to the Registration Rights Agreement. The Initial U.S. Notes, the Exchange U.S. Notes, the Initial Dutch Notes and the Exchange Dutch Notes are treated as a single class of securities under the Indenture. The terms of the U.S. Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections Section 77aaa-77bbbb) as in effect and amended, on the date of the Indenture (the “Act”"TIA"). Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The U.S. Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Act TIA for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated Any conflict between this U.S. Note and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in will be governed by the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Phibro Animal Health Corp)

Indenture. The Issuer issued the Notes under an Indenture Indenture, dated as of May 16December 6, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors and The Bank of New York Mellon Trust Company, N.A. (the Trustee”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/87.125% Senior Notes Notes, Series A, due 2019 2021 referred to in the Indenture. The Notes include (i) $465,000,000 182,060,000 principal amount of the Issuer’s 8 5/87.125% Senior Notes Notes, Series A, due 2019 2021 issued under the Indenture on May 16December 6, 2011 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes 7.125% Senior Notes, Series A, due 2021 or 7.125% Senior Notes, Series B, due 2021 of the Issuer that may be issued from time to time under the Indenture subsequent to May 16December 6, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries secured indebtedness and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Supplemental Indenture (Superior Energy Services Inc)

Indenture. The Issuer issued Reference is made hereby to (i) the Notes under an Indenture dated as of October 4, 2004 (the “Original Indenture”) among Enterprise Products Operating L.P., as issuer (the “Original Issuer”), Enterprise Products Partners L.P., as parent guarantor (the “Parent Guarantor”), and Wxxxx Fargo Bank, National Association, as trustee (the “Trustee”), (ii) the Tenth Supplemental Indenture thereto dated as of June 30, 2007 (the “Tenth Supplemental Indenture”), among the Original Issuer, the Company, the Parent Guarantor and the Trustee, providing for the Company as the successor issuer and (iii) the Twenty-Seventh Supplemental Indenture thereto dated as of May 167, 2011 2015 (the “Twenty-Seventh Supplemental Indenture”), among the Company, the Parent Guarantor and the Trustee, providing for the issuance of Debt Securities of the series whose designation appears on the face hereof. The Original Indenture, as it amended and supplemented by the Tenth Supplemental Indenture and the Twenty-Seventh Supplemental Indenture, and as may be further duly amended or and supplemented from time to time in accordance with the terms thereof, is referred to herein as the “Indenture.” Capitalized terms used but not defined herein shall have the respective meanings given to such terms in the Indenture. This Security is one of a duly authorized issue of Debt Securities of the series designated by the Company as “1.650% Senior Notes due 2018” (such series of Debt Securities being referred to herein as the “Securities”), among all of which are issued or to be issued under and pursuant to the Issuer and the TrusteeIndenture. The terms of the Notes Securities include those stated in the Indenture Indenture, and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as in effect on the date of the Indenture amended (the “ActTIA”). The Notes Securities are subject to all terms and provisions of the Indenturesuch terms, and Holders of Securities are referred to the Indenture and the Act TIA for a statement of those terms. The Notes are senior obligations such terms and a description of the Issuer. The aggregate principal amount rights, limitations of Notes that may be authenticated rights, obligations, duties and delivered under the Indenture is unlimited. This Note is one immunities thereunder of the 8 5/8% Senior Notes due 2019 referred Trustee, the Company, the Parent Guarantor and the Holder hereof. If and to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) extent any provision of the Indenture and (iii) if and when issuedlimits, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under qualifies or conflicts with any other provision of the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided that is required to be included in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, Indenture or is deemed applicable to the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes Indenture by virtue of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees provisions of the Notes by certain subsidiariesTIA, such required provision shall control.

Appears in 1 contract

Samples: Supplemental Indenture (Enterprise Products Partners L P)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.50% Senior Secured Notes due 2019 2024 referred to in the Indenture. The Notes include (i) $465,000,000 350,000,000 principal amount of the Issuer’s 8 5/85.50% Senior Secured Notes due 2019 2024 issued under the Indenture on May 16September 15, 2011 2016 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 15, 2011 2016 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (BMC Stock Holdings, Inc.)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16, 2011 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbba) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note MOPPRS is one of the 8 5/8% Senior Notes due 2019 referred duly authorized issue of securities of the Company (hereinafter called the "Securities") of the series hereinafter specified, all issued or to be issued under and pursuant to an Indenture, dated as of September 1, 1995 (herein called the "Indenture"), duly executed and delivered by the Company to NBD Bank, as Trustee (herein called the "Trustee," which term includes any successor trustee under the Indenture), to which Indenture and all indentures supplemental thereto reference is hereby made for a description of the rights, limitations of rights, obligations, duties and immunities thereunder of the Trustee, the Company and the Holders of the Securities. The Securities may be issued in one or more series, which different series may be issued in various aggregate principal amounts, may mature at different times, may bear interest, if any, at different rates, may be subject to different redemption provisions (if any) and may be subject to different sinking, purchase or analogous funds (if any) and may otherwise vary as provided in the Indenture. The Notes include This Security is one of the series designated as the 6.30% MandatOry Par Put Remarketed Securities(SM) (i"MOPPRS(SM)") $465,000,000 due April 2, 2011 of the Company limited in aggregate principal amount to $100,000,000. (b) Interest will be computed on the basis of a 360-day year of twelve 30-day months. The Company shall pay interest on overdue principal and, to the Issuer’s 8 5/8% Senior Notes due 2019 issued under extent lawful, on overdue installments of interest at the rate per annum borne by this Security. If any Interest Payment Date is not a Business Day as defined in the Indenture on May 16at a place of payment, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that payment may be issued from time to time under made at that place on the next succeeding day that is a Business Day, and no interest shall accrue for the intervening period. (c) Unless otherwise defined herein, all terms used in this Security which are defined in the Indenture subsequent shall have the meanings assigned to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided them in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (MCN Energy Group Inc)

Indenture. The Issuer issued the 2030 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2030 Notes by the Fourteenth Supplemental Indenture dated August 24, 2023 (the “Fourteenth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2030 Notes. The terms of the 2030 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2030 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2030 Note is one of a series of securities designated as the 6.550% Senior Notes are senior obligations due 2030 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2030 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2030 Notes.

Appears in 1 contract

Samples: Supplemental Indenture (Celanese Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16April 30, 2011 2021, among the Issuer, the Trustee and the Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the IndentureIndenture and the TIA, and Holders are referred to the Indenture and the Act TIA for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.875% Senior Second Lien Secured Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 750,000,000 principal amount of the Issuer’s 8 5/85.875% Senior Second Lien Secured Notes due 2019 2029 issued under the Indenture on May 16April 30, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16April 30, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that if any Additional Notes are not part of the same issue as the Notes offered hereby under the Indenture for United States federal income tax purposes or if the Company otherwise determines that any Additional Notes should be differentiated from any other Notes, such Additional Notes may have a separate CUSIP number, provided further that, for the avoidance of doubt, such Additional Notes will still constitute a single series with all other Notes issued under the Indenture for all other (i.e., non-income tax) purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Frontier Communications Corp)

Indenture. The Issuer issued the Notes under an Indenture dated as of May 16September 1, 2011 2023, among the Issuer, the Guarantors, the Trustee and the Secured Notes Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/89.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2019 2030 referred to in the Indenture. The Notes include (i) $465,000,000 1,471,430,000 principal amount of the Issuer’s 8 5/89.0% / 11.0% / 13.0% Cash / PIK Senior Secured Notes due 2019 2030 issued under the Indenture on May 16September 1, 2011 2023 (the “Initial Notes”), (ii) PIK Notes issued from time to time as a result of a PIK Payment under the Indenture and (iii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 1, 2011 2023 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Notes PIK Notes, to the maximum extent possible, shall be considered collectively as a single class for all purposes of the Indenture; provided that any Additional Notes will not be issued with the same CUSIP number, ISIN or other identifying number as the Initial Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax and securities law purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (Carvana Co.)

Indenture. The Issuer Company issued the Notes as a series of Securities under an the Indenture dated as of May 16December 13, 2011 2022 (the “Base Indenture”) between the Company and the Trustee, as it may be amended or supplemented from time to time in accordance by the First Supplemental Indenture dated as of December 13, 2022 (the “Supplemental Indenture” and, together with the terms thereofBase Indenture and any one or more additional supplemental indentures thereto applicable to the Notes, herein called the “Indenture”) among the Company, Diamondback E&P LLC, a Delaware limited liability company (the “Subsidiary Guarantor”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. The Notes are senior obligations In the event of any inconsistency between the terms of this Note and the terms of the IssuerIndenture, the terms of the Indenture shall control. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/86.250% Senior Notes due 2019 2053 referred to in the Indenture. The Notes include (i) $465,000,000 650,000,000 aggregate principal amount of the IssuerCompany’s 8 5/86.250% Senior Notes due 2019 2053 issued under the Indenture on May 16December 13, 2011 2022 in an offering registered under the Securities Act (the “Initial Notes”), and (ii) if and when issued, an unlimited principal amount of additional 6.250% Senior Notes due 2053 that may be issued from time to time time, under the Indenture Indenture, subsequent to May 16December 13, 2011 2022 (the “Additional Notes”) as provided in Section 2.1(a) of ” and, together with the Indenture and (iii) if and when issuedInitial Notes, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class series of Securities for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (Diamondback Energy, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated --------- as of May 16October 29, 2011 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof"Indenture"), by and among the Company, the “Indenture”), among the Issuer Guarantors and the Trustee. This Note is one of a duly authorized issue of Notes of the Company designated as its 10 3/8% Senior Subordinated Notes due 2007, Series A (the "Initial Notes"), limited (except as otherwise provided in the Indenture) in aggregate principal amount to $100,000,000 which may be issued under the Indenture. The Notes include the Initial Notes, the Private Exchange Notes and the Exchange Notes, as defined below, issued in exchange for the Initial Notes pursuant to the Registration Rights Agreement. The Initial Notes, the Private Exchange Notes and the Exchange Notes are treated as a single class of securities under the Indenture. Capitalized terms herein are used as defined in the Indenture unless otherwise defined herein. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections U.S. Code (S)(S) 77aaa-77bbbb) (the "TIA"), as in effect on the date of the Indenture (Indenture. Notwithstanding anything to the “Act”). The contrary herein, the Notes are subject to all such terms, and Holders of Notes are referred to the Indenture and said Act for a statement of them. The Notes are general unsecured obligations of the Company. Payment on each Note is guaranteed on a senior basis by the Guarantors pursuant to Article 12 of the Indenture. Each Holder, by accepting a Note, agrees to be bound by all of the terms and provisions of the Indenture, and Holders are referred to as the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that same may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued amended from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements accordance with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesits terms.

Appears in 1 contract

Samples: Indenture (T Sf Communications Corp)

Indenture. The Issuer Company issued the Notes under pursuant to an Indenture dated as of April 28, 2013 (the “Base Indenture”) among the Company, the Guarantors and the Trustee, as amended and supplemented with respect to the Notes by the Twenty-First Supplemental Indenture dated as of April 1, 2016 (the “Twenty-First Supplemental Indenture”; the Base Indenture, as supplemented by the Eleventh Supplemental Indenture, dated as of May 161, 2011 (2013 by and among the Company, the guarantors party thereto and the Trustee, the Sixteenth Supplemental Indenture, dated as it may be of August 11, 2014 by and among the Company, the guarantors party thereto and the Trustee, and the Nineteenth Supplemental Indenture, dated as of September 28, 2015, by and among the Company, the guarantors party thereto and the Trustee, and as amended or and supplemented from time to time in accordance with respect of the terms thereofNotes by the Twenty-First Supplemental Indenture, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)TIA. The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and and, to the Act extent so included in the Indenture, to the TIA for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior unsecured, unsubordinated obligations of the IssuerCompany. The Indenture does not limit the aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariesthereunder.

Appears in 1 contract

Samples: Senior Notes Indenture (T-Mobile US, Inc.)

Indenture. The Issuer issued the 2027 Notes under an Indenture Indenture, dated as of May 166, 2011 (the “Base Indenture”), among the Issuer, Celanese Corporation, a Delaware corporation (the “Parent Guarantor”), and Computershare Trust Company, N.A., as it may be successor to Wxxxx Fargo Bank, National Association, as trustee (the “Base Trustee”) as amended or supplemented from time with respect to time in accordance the 2027 Notes by the Twelfth Supplemental Indenture dated July 14, 2022 (the “Twelfth Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), among the Issuer Issuer, the guarantors party thereto (the “Guarantors”), the Base Trustee and the Trustee, which collectively constitutes the Indenture governing the 2027 Notes. The terms of the 2027 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) 1939, as amended as in effect on the date of the Indenture (the “ActTIA”). The 2027 Notes are subject to include all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act TIA for a statement of those termssuch terms and provisions. The This 2027 Note is one of a series of securities designated as the 6.165% Senior Notes are senior obligations due 2027 of the Issuer. Capitalized terms used herein have the same meanings given in the Indenture unless otherwise indicated. The aggregate principal amount at maturity of the 2027 Notes that which may be authenticated and delivered under the Indenture is shall be unlimited. This Note is one of In addition, the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 aggregate principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued Securities of any class or series which may be authenticated and delivered under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of unlimited, provided that such Securities shall rank equally with the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries2027 Notes.

Appears in 1 contract

Samples: Twelfth Supplemental Indenture (Celanese Corp)

Indenture. The Issuer Company issued the 2028 Notes as a series of Securities under an the Indenture dated as of May 1631, 2011 2023 (the “Base Indenture”) between the Company and the Trustee, as it may be amended or supplemented from time to time in accordance by the First Supplemental Indenture dated as of May 31, 2023 (the “Supplemental Indenture” and, together with the terms thereofBase Indenture and any one or more additional supplemental indentures thereto applicable to the 2028 Notes, herein called the “Indenture”) among the Company, Ovintiv Canada ULC, a British Columbia corporation (the “Subsidiary Guarantor”), among the Issuer and the Trustee. The terms of the 2028 Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as Act. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in effect on the date of the Indenture (the “Act”)Indenture. The 2028 Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the Trust Indenture Act for a statement of those terms. The Notes are senior obligations In the event of any inconsistency between the terms of this 2028 Note and the terms of the IssuerIndenture, the terms of the Indenture shall control. The aggregate principal amount of 2028 Notes that may be authenticated and delivered under the Indenture is unlimited. This 2028 Note is one of the 8 5/85.650% Senior Notes due 2019 2028 referred to in the Indenture. The 2028 Notes include (i) $465,000,000 700,000,000 aggregate principal amount of the IssuerCompany’s 8 5/85.650% Senior Notes due 2019 2028 issued under the Indenture on May 1631, 2011 2023 in an offering registered under the Securities Act (the “Initial 2028 Notes”), and (ii) if and when issued, an unlimited principal amount of additional 5.650% Senior Notes due 2028 that may be issued from time to time time, under the Indenture Indenture, subsequent to May 1631, 2011 2023 (the “Additional 2028 Notes”) as provided in Section 2.1(a) of ” and, together with the Indenture and (iii) if and when issuedInitial 2028 Notes, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called Exchange 2028 Notes”). The Initial Notes, the Additional 2028 Notes and the Exchange Additional 2028 Notes shall be considered collectively as a single class series of Securities for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (Ovintiv Inc.)

Indenture. The Issuer issued the Notes under an a Base Indenture dated as of May April 16, 2011 2015 as supplemented by a Supplemental Indenture dated as of April 16, 2015 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Issuer, the Guarantors party thereto and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. The Notes are senior obligations of the Issuer. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/85.625% Senior Notes due 2019 2023 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/85.625% Senior Notes due 2019 2023 issued under the Indenture on May April 16, 2011 2015 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May April 16, 2011 2015 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries.

Appears in 1 contract

Samples: First Supplemental Indenture (ExamWorks Group, Inc.)

Indenture. The Issuer Company issued the Notes under an Indenture Indenture, dated as of May 16February 5, 2011 2001 (the “Base Indenture”), as it may be amended or and supplemented, including as supplemented from time to time in accordance by the Supplemental Indenture, dated as of November 13, 2012 (the “Supplemental Indenture” and together with the terms thereofBase Indenture, the “Indenture”), among between the Issuer Company and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections U.S. Code §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior obligations of the IssuerCompany. The Company is issuing $200,000,000 in aggregate principal amount of Notes that on the Issue Date and may be authenticated and delivered under issue Additional Notes in accordance with the Indenture is unlimited. This Note is one terms of the 8 5/8% Senior Indenture. Upon the occurrence of a Fundamental Change, each Holder shall have the right, at such Holder’s option, to require the Company to repurchase for cash all of such Holder’s Notes due 2019 referred or any portion thereof on the Fundamental Change Repurchase Date at a price equal to the Fundamental Change Repurchase Price. However, a Holder may only require the Company to repurchase fewer than all of such Holder’s Notes if the principal amount of Notes to be repurchased is an integral multiple of $1,000. Subject to the provisions of the Indenture, the Holder hereof has the right, at its option, prior to the close of business on the Business Day immediately preceding the Maturity Date, to convert any Notes or portion thereof, into shares of Common Stock (together with cash in lieu of fractional shares) at an Conversion Rate specified in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Notes that may be issued as adjusted from time to time under the Indenture subsequent to May 16, 2011 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, Indenture; provided that a Holder may only convert than all of such Holder’s Notes if the Additional principal amount of Notes and the Exchange Notes shall to be considered collectively as a single class for all purposes converted is an integral multiple of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiaries$1,000.

Appears in 1 contract

Samples: Global Note (Istar Financial Inc)

Indenture. The Issuer Partnership issued the Notes under an Indenture dated as of May 1618, 2011 (the “Base Indenture”), as it may be amended or supplemented from time to time in accordance by the First Supplemental Indenture dated as of May 18, 2011 (the “Supplemental Indenture” and, together with the terms thereofBase Indenture, the “Indenture”), ) among the Issuer Partnership, the Trustee and the Trusteesubsidiary guarantors signatory thereto (the “Subsidiary Guarantors”). The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 1939, as amended (15 U.S.C. Sections U.S. Code §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”). The Notes are subject to all terms and provisions of the Indenturesuch terms, and Holders are referred to the Indenture and the such Act for a statement of those such terms. To the extent any provision of this Note conflicts with the express provisions of the Indenture, the provisions of the Indenture shall govern and be controlling. The Notes are senior obligations of the Issuer. The Partnership initially in aggregate principal amount of $500 million. The Partnership may issue an unlimited aggregate principal amount of Additional Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/8% Senior Notes due 2019 referred to in the Indenture. The Notes include (i) $465,000,000 principal amount of the Issuer’s 8 5/8% Senior Notes due 2019 issued under the Indenture on May 16, 2011 (the “Initial Notes”), (ii) if and when issued, additional Any such Additional Notes that may are actually issued shall be treated as issued from time and outstanding Notes (and as the same series (with identical terms other than with respect to time under the Indenture subsequent issue date, the date of first payment of interest, if applicable, and the payment of interest accruing prior to May 16, 2011 (the “Additional Notes”issue date) as provided in Section 2.1(athe initial Notes) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”). The Initial Notes, the Additional Notes and the Exchange Notes shall be considered collectively as a single class for all purposes of the Indenture, including waivers, amendments, redemptions and offers to purchase. The Indenture imposes certain limitations To secure the due and punctual payment of the principal and interest on the incurrence of indebtedness, Notes and all other amounts payable by the making of restricted payments, Partnership under the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries Indenture and the consummation of mergers Notes when and consolidations. The Indenture also imposes requirements with respect as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the provision of financial information and the provision of guarantees terms of the Notes by certain subsidiariesand the Indenture, the Subsidiary Guarantors have unconditionally guaranteed the Note Obligations under the Indenture and the Notes on a senior basis pursuant to the terms of the Indenture.

Appears in 1 contract

Samples: Supplemental Indenture (Western Gas Partners LP)

Indenture. The Issuer Company issued the Notes under an Indenture dated as of May 16October 7, 2011 2021 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer Company, the guarantors named therein and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior unsecured obligations of the IssuerCompany. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/84.375% Senior Notes due 2019 2029 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the IssuerCompany’s 8 5/84.375% Senior Notes due 2019 2029 issued under the Indenture on May 16October 7, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16October 7, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are part of the same issue as the Notes offered hereby with the existing Notes for U.S. federal income Tax purposes. Any issuance of Additional Notes will be subject to Section 3.2 of the Indenture. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes Note Guarantees by certain subsidiaries.

Appears in 1 contract

Samples: Indenture (RBC Bearings INC)

Indenture. The Issuer Issuers issued the Notes under an Indenture dated as of May 16September 24, 2011 2021, among the Issuers, the Guarantors party thereto, the Trustee and the Collateral Agent (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuer and the Trustee. The terms of the Notes include those stated in the Indenture and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “Act”)Indenture. The Notes are subject to all terms and provisions of the Indenture, and Holders are referred to the Indenture and the Act for a statement of those terms. In the event of a conflict between the terms of the Notes and the terms of the Indenture, the terms of the Indenture shall control. The Notes are senior secured obligations of the IssuerIssuers and each Guarantor. The aggregate principal amount of Notes that may be authenticated and delivered under the Indenture is unlimited. This Note is one of the 8 5/84.375% Senior Secured Notes due 2019 2028 referred to in the Indenture. The Notes include (i) $465,000,000 500,000,000 principal amount of the Issuer’s 8 5/8Issuers’ 4.375% Senior Secured Notes due 2019 2028 issued under the Indenture on May 16September 24, 2011 2021 (the “Initial Notes”), ) and (ii) if and when issued, additional Notes that may be issued from time to time under the Indenture subsequent to May 16September 24, 2011 2021 (the “Additional Notes”) as provided in Section 2.1(a) of the Indenture and (iii) if and when issued, the Issuer’s 8 5/8% Senior Notes due 2019 that may be issued from time to time under the Indenture in exchange for Initial Notes or Additional Notes in an offer registered under the Securities Act as provided in the Registration Rights Agreement (herein called “Exchange Notes”)Indenture. The Initial Notes, the Additional Notes and the Exchange Additional Notes shall be considered collectively as a single class for all purposes of the Indenture; provided that the Additional Notes will not be issued with the same CUSIP as the existing Notes unless such Additional Notes are fungible with the existing Notes for U.S. federal income tax purposes. The Indenture imposes certain limitations on the incurrence of indebtedness, the making of restricted payments, the sale of assets, the incurrence of certain liens, the making of payments for consents, the entering into of agreements that restrict distribution from restricted subsidiaries and the consummation of mergers and consolidations. The Indenture also imposes requirements with respect to the provision of financial information and the provision of guarantees of the Notes by certain subsidiariessubsidiaries of the Company.

Appears in 1 contract

Samples: Indenture (Pactiv Evergreen Inc.)

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