Indenture. The Issuers issued the Notes under an Indenture dated as of February 7, 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the 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. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Mediacom Capital Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7January 31, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, Fairxxxxx Xxxiconductor International, Inc., Fairxxxxx Xxxiconductor Corporation of California, QT Optoelectronics, Inc., QT Optoelectronics, KOTA Microcircuits, Inc. and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the 135 5 meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Company's obligations under the Securities are guaranteed by the Parent and certain Restricted Subsidiaries of the Company. The Securities are general unsecured senior obligations of the Issuers initially limited to $250,000,000, andCompany. The Company shall be entitled, subject to its compliance with Section 4.03 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may to issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes Securities pursuant to Section 2.13 of the Indenture. The Initial NotesSecurities issued on the Issue Date, the any Additional Notes Securities and the all Exchange Notes are Securities or Private Exchange Securities issued in exchange therefor will be treated as a single class of securities for all purposes under the Indenture. The Indenture imposes certain limitations on limits, among other things (i) the Incurrence incurrence of Indebtedness additional debt by the IssuersCompany and its subsidiaries, and the Issuers’ Restricted Subsidiaries, (ii) the payment of dividends on, on capital stock of the Company and the purchase purchase, redemption or redemption retirement of Equity Interests in Mediacom LLC and its Restricted Subsidiariescapital stock or subordinated indebtedness, the sale or transfer (iii) certain transactions with affiliates, (iv) sales of assets, investments including capital stock of Mediacom LLC subsidiaries, and its Restricted Subsidiaries (v) certain consolidations, mergers and transactions with Affiliatestransfers of assets. In additionThe Indenture also prohibits certain restrictions on distributions from subsidiaries. All of these limitations and prohibitions, however, are subject to a number of important qualifications contained in the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted SubsidiariesIndenture.
Appears in 1 contract
Samples: Indenture (Fairchild Semiconductor International Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7January 15, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. This Security is one of a duly authorized issue of Unrestricted Securities of the Company designated as its 11 3/8% Senior Subordinated Notes due 2008 (the "Unrestricted Securities"). The Securities include the 11 3/8% Senior Subordinated Notes due 2008 (the "Initial Securities") and the Exchange Securities (as defined in the Indenture) issued in exchange for the Initial Securities pursuant to the Registration Agreement. The Initial Securities and the Exchange Securities are treated as a single class of securities under the Indenture. 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. §§ Section 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of Any conflict between this Security and the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness Indenture will be governed by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include Securities are unsecured senior subordinated obligations of the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant Company limited to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture$130,000,000 aggregate principal amount. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the existence of liens, the payment of dividends on, and redemption of, the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, restricted payments, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, consolidations, mergers and transfers of all or substantially all the assets of the Company, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (MSX International Business Services Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7August [30], 2012 2024 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors named therein, the Trustee and the TrusteeSecurities Collateral Agent. Terms defined in the Indenture and not defined in the Securities have the meanings ascribed thereto in 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. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture1939, as amended. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, andCompany and the Subsidiary Guarantors. The Company’s obligations under the Securities are Guaranteed, subject to compliance with the covenants contained in this Indenturecertain limitations, including Section 1008 as a new Incurrence of Indebtedness by the IssuersSubsidiary Guarantors pursuant to Subsidiary Guarantees, subject to release of the Issuers may issue Additional Notes having substantially identical terms and conditions Subsidiary Guarantees as provided in the Initial Notes in unlimited principal amountsIndenture or such Subsidiary Guarantee. This Note Security is one of the Initial Notes Original Securities referred to in the IndentureIndenture issued in an aggregate principal amount of $225,000,000. The Notes Securities include the Notes Original Securities and any Exchange Notes an unlimited aggregate principal amount of additional Securities that may be issued in exchange for the Initial Notes or Additional Notes pursuant to under the Indenture. The Initial Notes, the Additional Notes Original Securities and the Exchange Notes such additional Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the IssuersCompany and its Subsidiaries to, among other things, make certain Investments and the Issuers’ other Restricted SubsidiariesPayments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted distributions by such Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and its Restricted Subsidiaries each Subsidiary Guarantor to restrict distributions and dividends from Restricted Subsidiariesconsolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or otherwise dispose of all or substantially all of the Property of the Company or such Subsidiary Guarantor.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 4, 2012 2004 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes and Initial Securities issued on the Issue Date, any Exchange Notes Additional Securities issued in exchange for accordance with Section 2.16 of the Initial Notes or Additional Notes pursuant to Indenture and the IndentureExchange Securities. The Initial NotesSecurities, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (NBC Acquisition Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 727, 2012 1998 (as it may be amended amended, supplemented or supplemented otherwise modified from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured secured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 100 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Security is the Temporary Note is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Temporary Note, the Initial Notes issued in exchange for the Temporary Note pursuant to the Indenture, and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Statement. The Initial NotesTemporary Note, the Additional Initial Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Capital Stock of such Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC and the Company, its Restricted Subsidiaries and transactions with Affiliates, Liens, dividends and other payment restrictions affecting Subsidiaries, incurrence of senior subordinated Indebtedness senior to the Securities, preferred stock of Subsidiaries, future guarantees and conduct of business. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors will have, jointly and severally, unconditionally guaranteed such obligations on a senior subordinated basis pursuant to the terms of the Indenture and the Guarantees.
Appears in 1 contract
Samples: Indenture (Mounger Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7June 1, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 44,612,000 aggregate principal amount at maturity (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. EA-3 110 The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries, transactions with Affiliates, the Incurrence of Liens by the Company and its Restricted Subsidiaries and transactions with AffiliatesSale/Leaseback Transactions. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Ero Marketing Inc)
Indenture. The Issuers issued the Notes Securities under an Indenture dated as of January 26, 2011 (the “Base Indenture”), among the Issuers, the Guarantors and the Trustee, as supplemented by the First Supplemental Indenture dated as of February 710, 2012 2011 (the “First Supplemental Indenture”), among the Issuers, the Guarantors and the Trustee (the Base Indenture, as it may be amended or so supplemented from time to time in accordance with by the terms thereofFirst Supplemental Indenture, the “Indenture”), among the Issuers and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and the Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are unsecured second priority senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities, any Additional Securities and any Exchange Notes Securities issued in exchange for the Initial Notes Original Securities or any Additional Notes Securities pursuant to the Indenture. The Initial NotesOriginal Securities, the any Additional Notes Securities and the any Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Issuers and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Issuers 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a second priority senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7June 1, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 44,612,000 aggregate principal amount at maturity (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries, transactions with Affiliates, the Incurrence of Liens by the Company and its Restricted Subsidiaries and transactions with AffiliatesSale/Leaseback Transactions. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Ero Marketing Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 19, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Guarantor Subsidiaries and the Trustee. 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. §§ 77aaa-77bbbbss.sx. 00aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company and are limited to $250,000,000150,000,000 in aggregate principal amount outstanding, and, subject of which $100,000,000 in aggregate principal amount will be initially issued on the Closing Date. Subject to compliance with the covenants contained conditions set forth in this the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers Company may issue up to an additional $50,000,000 aggregate principal amount of Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsSecurities. This Note Security is one of the Initial Notes Original Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities (consisting of the Original Securities and the Additional Securities) and any Exchange Notes Securities and Private Exchange Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial NotesSecurities, the Additional Notes Exchange Securities and the Private Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiariesof, the sale or transfer Capital Stock of assets, investments of Mediacom LLC the Company and its Restricted Subsidiaries and the redemption of certain subordinated obligations of the Company and its Subsidiaries; other payments by the Company and its Restricted Subsidiaries; Investments; sales and transfers of assets and Capital Stock of the Restricted Subsidiaries; the issuance or sale of Capital Stock of Restricted Subsidiaries; certain transactions with AffiliatesAffiliates of the Company; the lines of business in which the Company and its Restricted Subsidiaries may operate; Sale/Leaseback Transactions; and consolidations, mergers and transfers of all or substantially all of the Company's or a Guarantor Subsidiary's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict 123 7 prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To secure the due and punctual payment of the principal and liquidated damages and interest, if any, 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 Guarantor Subsidiaries have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7August 14, 2012 2009 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ 77aaa-77bbbb) (the “TIA”)Indenture. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA 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 unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with Company. The aggregate principal amount of Securities which may be authenticated and delivered under the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIndenture is unlimited. This Note Security is one of the Initial 11.250% Senior Secured Notes due 2016 referred to in the Indenture. The Securities include (i) $350,000,000 aggregate principal amount of the Company’s 11.250% Senior Secured Notes include due 2016 issued under the Indenture on August 14, 2009 (herein called “Initial Notes”) and (ii) if and when issued, additional 11.250% Senior Secured Notes due 2016 of the Company that may be issued from time to time under the Indenture subsequent to August 14, 2009 (herein called “Additional Notes”) subject to the limitations of Sections 3.3 and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to 3.5 of the Indenture. The Initial NotesIndenture, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture among other things, imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the issuance or sale of Capital Stock of Restricted Subsidiaries, the incurrence of certain Liens, future Subsidiary Guarantors, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates, provided, however, certain of such limitations shall be suspended if the Securities receive a rating of “BBB-” or higher from Standard & Poor’s Rating Services (or its successors) and “Baa3” or higher from Xxxxx’x Investors Service, Inc. (or its successors), in each case, with a stable or better outlook. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries. The Indenture also imposes requirements with respect to the provision of financial information.
Appears in 1 contract
Samples: Indenture (Brunswick Corp)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 711, 2012 2010 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, 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. §§ 77aaa-77bbbb) (the “TIA”)Indenture. Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Securities 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 unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note is one of the Initial 11.50% Senior Secured Notes due 2017 referred to in the Indenture. The Notes include (i) $875,000,000 aggregate principal amount of the Company’s 11.50% Senior Secured Notes and any due 2017 issued under the Indenture on February 11, 2010 (herein called “Initial Notes”), (ii) pursuant to the Exchange Offer, Exchange Notes issued from time to time for issue only in exchange for the a like principal amount of Initial Notes and (iii) if and when issued, additional 11.50% Senior Secured Notes due 2017 of the Company that may be issued from time to time under the Indenture subsequent to February 11, 2010 (herein called “Additional Notes”). The Indenture contains the terms and restrictions set forth in the Indenture or Additional Notes made a part of the Indenture pursuant to the Indenturerequirements of the TIA. The Initial NotesIndenture, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture among other things, imposes certain limitations on covenants with respect to the following matters: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted SubsidiariesCapital Stock of the Company, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the incurrence of certain Liens, future Subsidiary Guarantors, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates, provided, however, certain of such limitations shall be suspended if the Notes receive a rating of “BBB-” (or the equivalent) or higher from Standard & Poor’s Rating Services (or its successors) and “Baa3” (or the equivalent) or higher from Xxxxx’x Investors Service, Inc. (or its successors), in each case, with a stable or better outlook. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries. The Indenture also imposes requirements with respect to the provision of financial information. The Indenture also contains certain exceptions to the foregoing, and this description is qualified in its entirety by reference to the Indenture.
Appears in 1 contract
Samples: Indenture (McClatchy Co)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7August [30], 2012 2024 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors named therein, the Trustee and the TrusteeSecurities Collateral Agent. Terms defined in the Indenture and not defined in the Securities have the meanings ascribed thereto in 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. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture1939, as amended. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, andCompany and the Subsidiary Guarantors. The Company’s obligations under the Securities are Guaranteed, subject to compliance with the covenants contained in this Indenturecertain limitations, including Section 1008 as a new Incurrence of Indebtedness by the IssuersSubsidiary Guarantors pursuant to Subsidiary Guarantees, subject to release of the Issuers may issue Additional Notes having substantially identical terms and conditions Subsidiary Guarantees as provided in the Initial Notes in unlimited principal amountsIndenture or such Subsidiary Guarantee. This Note Security is one of the Initial Notes Original Securities referred to in the IndentureIndenture issued in an aggregate principal amount of $125,000,000. The Notes Securities include the Notes Original Securities and any Exchange Notes an unlimited aggregate principal amount of additional Securities that may be issued in exchange for the Initial Notes or Additional Notes pursuant to under the Indenture. The Initial Notes, the Additional Notes Original Securities and the Exchange Notes such additional Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the IssuersCompany and its Subsidiaries to, among other things, make certain Investments and the Issuers’ other Restricted SubsidiariesPayments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted distributions by such Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and its Restricted Subsidiaries each Subsidiary Guarantor to restrict distributions and dividends from Restricted Subsidiariesconsolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or otherwise dispose of all or substantially all of the Property of the Company or such Subsidiary Guarantor.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7July 28, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Note Guarantors and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized The Securities are subject to all such terms, and Securityholders are referred to the Indenture and the Act for a statement of those terms. With respect to paragraph 1 hereof, the Securities are also subject to the terms used herein of the Exchange and Registration Rights Agreement, and Securityholders are referred to such agreement for a statement of those terms. Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject Each Holder by accepting a Security, agrees to be bound by all such terms, and Holders of the Notes are referred terms and provisions of the Indenture, as the same may be amended or supplemented from time to the Indenture and the TIA for a statement of those termstime. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 250,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Sections 2.07 and 2.08 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Exchange Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or Company, the payment of dividends on the Capital Stock of Restricted Subsidiaries and the redemption of Equity Interests in Mediacom LLC certain Subordinated Obligations of the Company and its Restricted Subsidiaries, ; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with Affiliates of the Company; the sale or transfer issuance of Preferred Stock of the Restricted Subsidiaries; the creation of Liens; Sale/Leaseback Transactions and consolidations, mergers and transfers of all or substantially all of the Company's assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal of, and premium (if any) and 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 guaranteed the Company's obligations under the Indenture on a senior basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Ric Holding Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 19, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 300.0 million aggregate principal amount (subject to compliance with the covenants contained in this IndentureSection 2.6, including Section 1008 as a new Incurrence of Indebtedness by the Issuers2.9, the Issuers may issue Additional Notes having substantially identical terms Section 2.11, Section 5.8 and conditions as the Initial Notes in unlimited principal amounts. This Note is one Section 9.5 of the Initial Notes referred Indenture), of which $200.0 million in aggregate principal amount will be initially issued on the Issue Date. Subject to the conditions set forth in the Indenture. The Notes include , the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant Company may issue up to the Indenturean additional $100.0 million aggregate principal amount of Subsequent Series Notes. The Initial NotesSecurities, the Additional Notes Private Exchange Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the entering into Sale/Leaseback Transactions by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary 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 (Sather Trucking Corp)
Indenture. The Issuers Company issued the Notes Securities under an the Third Supplemental Indenture dated as of February 7June 1, 2012 2004 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Supplemental Indenture”), among the Issuers Company, the Subsidiary Guarantors and the TrusteeTrustee to the Senior Indenture dated as of December 15, 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture” and, as amended and supplemented by the Supplemental Indenture, the “Indenture”). For the sake of clarity, each reference to the Indenture shall mean the Original Indenture as amended by the Supplemental Indenture, and future amendments and supplements, the provisions of which relate to the Securities and not future issuances of debt securities under the Original Indenture other than these Securities. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIAAct”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers Company initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class aggregate principal amount of securities under the Indenture$200,000,000. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments Investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee (i) the full and punctual payment of the principal of, and premium, if any, and interest on the Securities when due, whether at Stated Maturity, by acceleration, by redemption, by required repurchase or otherwise, and all other monetary obligations of the Company under the Indenture and the Securities and (ii) the full and punctual performance within applicable grace periods of all other obligations of the Company under the Indenture and the Securities, each Subsidiary Guarantor has unconditionally and irrevocably guaranteed such obligations pursuant to the terms of the Indenture. The Subsidiary Guarantees shall be unsecured senior subordinated obligations of each Subsidiary Guarantor, ranking pari passu with all other existing and future senior subordinated indebtedness of such Subsidiary Guarantor.
Appears in 1 contract
Samples: Third Supplemental Indenture (Hanover Compressor Co /)
Indenture. The Issuers Issuer issued the Notes Securities under an Indenture dated as of February 7August 30, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Issuer, the Hanover Guarantors and the TrusteeTrustee and a Participation Agreement dated as of August 30, 2001 (the "Participation Agreement") among the Issuer, the Lessee, the Certificate Holders named therein, the Hanover Guarantors, the Trustee and Wilmington Trust Company. The terms of the Notes Securities include those stated in the Indenture and the Participation Agreement 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured secured senior obligations of the Issuers initially Issuer limited to $250,000,000, and, 250 million aggregate principal amount (subject to compliance with Section 2.2 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Original Securities (also referred to as Initial Notes Securities) referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes and the Participation Agreement impose certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, and the Issuers’ Issuer or Hanover or its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and Capital Stock of Hanover, the Incurrence of Liens by the Issuer or Hanover or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries of Hanover, the issuance or sale of Capital Stock of Restricted Subsidiaries of Hanover, the business activities and investments of Mediacom LLC the Issuer mergers and consolidation of Hanover, and transactions with Affiliates of Hanover and its Restricted Subsidiaries and transactions with AffiliatesSubsidiaries. In addition, the Indenture Participation Agreement limits the ability of Mediacom LLC Hanover and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the Issuer 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 Hanover Guarantors will have unconditionally guaranteed, upon the release of escrowed funds pursuant to an Escrow Agreement, dated as of August 30, 2001 (the "Escrow Agreement"), among the Issuer, Hanover Equipment Trust 2001A and Wilmington Trust Company, as escrow agent, (and future Hanover Guarantors, together with the Hanover Guarantors, will unconditionally guarantee) jointly and severally, upon the occurrence of and during a Lease Event of Default, such obligations on a senior subordinated basis pursuant to the terms of a Guarantee, to be dated as of the date the escrowed funds are released pursuant to the Escrow Agreement, by the Hanover Guarantors.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7October 26, 2012 2009 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Guarantors party thereto and the Trustee. This Note is one of a duly authorized issue of Exchange Notes of the Company designated as its 7.75% Senior Notes due 2019 (the “Exchange Notes”). The Notes include the Initial Notes and the Exchange Notes (as defined in the Indenture) issued in exchange for the Initial Notes pursuant to the Exchange and Registration Rights Agreement. The Initial Notes and the Exchange Notes are treated as a single class of Notes 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of Any conflict between this Note and the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness Indenture will be governed by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include are senior obligations of the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant Company limited to $600,000,000 aggregate principal amount (subject to Section 2.7 of the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC Parent and its Restricted Subsidiaries to restrict incur Indebtedness, create Liens, pay dividends on or repurchase Capital Stock of Parent and its Affiliates, make investments, sell Assets, enter into transactions with Affiliates, limit dividends or other distributions and dividends from Restricted Subsidiaries, enter into Sale and Leaseback Transactions, engage in other businesses or merge, consolidate or transfer all or substantially all of the assets of Parent and its Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium and interest, if any, on the Notes and all other amounts payable by the Company 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 of the Company under the Indenture and the Notes on a senior basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7September 26, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 140,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Subordinated Obligations of the Company and its Restricted Subsidiaries; Investments; sales of assets and Capital Stock of Restricted Subsidiaries; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the lines of business in which the Company and its Restricted Subsidiaries may operate; Sale/Leaseback Transactions; and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. 119 9 5. Optional Redemption ------------------- Except as set forth in the next paragraph, the Securities may not be redeemed prior to October 1, 2002. On and after that date, the Company may redeem the Securities in whole at any time or in part from time to time at the following redemption prices (expressed in percentages of principal amount), plus accrued interest (if any) to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date that is on or prior to the date of redemption), if redeemed during the 12-month period beginning on or after October 1 of the years set forth below: Redemption Period Price ------ ---------- 2002......................................................... 104.313% 2003......................................................... 102.875% 2004......................................................... 101.438% 2005 and thereafter.......................................... 100.000% Notwithstanding the foregoing, at any time prior to October 1, 2000, the Company may redeem in the aggregate up to 33_% of the original aggregate principal amount of Securities with the proceeds of one or more Public Equity Offerings by the Company following which there is a Public Market at a redemption price (expressed as a percentage of principal amount) of 108.625% plus accrued and unpaid interest (if any) to the redemption date (subject to the right of Holders of record on the relevant record date to receive interest due on the relevant interest payment date that is on or prior to the date of redemption); PROVIDED, HOWEVER, that at least 66_% of the original aggregate principal amount of the Securities must remain outstanding after each such redemption.
Appears in 1 contract
Samples: Indenture (Argo Tech Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 12, 2012 1999 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 200.0 million aggregate principal amount (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one SECTION 2.9 of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture). The Initial NotesSecurities, the Additional Notes Private Exchange Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and Capital Stock of the Company, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, mergers and consolidation, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary Guarantors, together with the Subsidiary Guarantors, will unconditionally guarantee), jointly and severally, such obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Georgia Gulf Corp /De/)
Indenture. This Security is one of a duly authorized issue of Securities of the Company designated as its 13 1/2% Senior Discount Notes due 2007, Series B (herein called the "Exchange Securities"). The Issuers Securities are limited (except as otherwise provided in the Indenture referred to below) in aggregate principal amount at maturity to $193,100,000, which may be issued the Notes under an Indenture indenture (herein called the "Indenture") dated as of February 719, 2012 1999, by and among the Company and United States Trust Company of New York, as trustee (as it may be amended or supplemented from time herein called the "Trustee," which term includes any successor Trustee under the Indenture), to time in accordance with which Indenture and all indentures supplemental thereto reference is hereby made for a statement of the respective rights, limitations of rights, duties, obligations and immunities thereunder of the Company, the Trustee and the Holders of the Securities, and of the terms thereofupon which the Securities are, and are to be, authenticated and delivered. The Securities include the Initial Securities, the “Indenture”), among the Issuers Private Exchange Securities and the TrusteeExchange Securities, issued in exchange for the Initial Securities pursuant to the Registration Rights Agreement. The Initial Securities and the Exchange Securities are treated as a single class of securities under the Indenture. All capitalized terms used in this Security which are defined in the Indenture and not otherwise defined herein shall have the meanings assigned to them in the Indenture. 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) (the “"TIA”"). Capitalized terms used herein and not defined herein have , as in effect on the meanings ascribed thereto in date of the Indenture. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all such terms, and Holders of the Notes Securities are referred to the Indenture and the TIA for a statement of those such terms. The Notes are unsecured senior obligations No reference herein to the Indenture and no provisions of this Security or of the Issuers initially limited to $250,000,000, and, subject to compliance with Indenture shall alter or impair the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one obligation of the Initial Notes referred Company, which is absolute and unconditional, to pay the principal of, premium, if any, and interest on this Security at the times, place, and rate, and in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes coin or Additional Notes pursuant to the Indenture. The Initial Notescurrency, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiariesherein prescribed.
Appears in 1 contract
Samples: Indenture (Golden Sky DBS Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 21, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 120 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted Capital Stock of such Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, the issuance or sale of Capital Stock of Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. In addition, the Indenture requires Subsidiaries of the Company (in the circumstances specified in Section 4.10 of the Indenture and on the terms and conditions specified in Article XI of the Indenture), to enter into a supplement to the Indenture providing for a guarantee by such Subsidiaries (on a senior subordinated basis) of the due and punctual payment of the principal of, premium (if any) and 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.
Appears in 1 contract
Indenture. The Issuers Holdings issued the Senior Discount Notes under an Indenture dated as of February 7June 5, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Holdings and the Senior Discount Notes Trustee. The terms of the Senior Discount 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Senior Discount Notes are subject to all such terms, and Holders of the Notes Senior Discount Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Senior Discount Notes are senior unsecured senior obligations of the Issuers initially Holdings limited to $250,000,000, and, 87 million aggregate principal amount at maturity at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Senior Discount Note is one of the Initial Senior Discount Notes referred to in the IndentureIndenture issued in an aggregate principal amount at maturity of $87 million. The Senior Discount Notes include the Initial Senior Discount Notes and any Senior Discount Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureSenior Discount Notes. The Initial Notes, the Additional Senior Discount Notes and the Senior Discount Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Holdings 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make asset sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC and its Restricted Subsidiaries Holdings to restrict distributions and dividends from Restricted Subsidiariesconsolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of Holdings.
Appears in 1 contract
Samples: Indenture (Wesco Distribution Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 27, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, certain of the Company's subsidiaries party thereto (collectively, the "Subsidiary Guarantors") and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 125,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Exchange Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations restrictions on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Subordinated Obligations of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale of Capital Stock of the Restricted Subsidiaries; the creation of Secured Indebtedness; the lines of business in which the Company and its Restricted Subsidiaries may operate; Sale/Leaseback Transactions and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest, if any, 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Ta Operating Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7, 2012 [ ] (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited 1,000,000,000 aggregate principal amountsamount at any one time outstanding. This Fixed Rate Note is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Exchange Notes (including both Increasing Rate Notes and Fixed Rate Notes) and any Substitute Exchange Notes (including both Increasing Rate Notes and Fixed Rate Notes) issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureExchange Notes. The Initial Notes, the Additional Exchange Notes and the Substitute Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits contains covenants that limit the ability of Mediacom LLC the Company and its Restricted Subsidiaries subsidiaries to, among other things, incur additional indebtedness; issue or sell preferred stock of subsidiaries; pay dividends or distributions on, or redeem or repurchase, capital stock; make investments; engage in transactions with affiliates; create liens on assets; transfer or sell assets; guarantee indebtedness; restrict dividends or other payments of subsidiaries; consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries; and engage in sale and leaseback transactions. These covenants are subject to restrict distributions important exceptions and dividends from Restricted Subsidiariesqualifications.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7June 6, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company and the Trustee. The terms of the Notes Securities include those stated in the Indenture and those made part of the Indenture by reference to the 92 2 Trust Indenture Act of 1939 (15 U.S.C. §§ Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 300.0 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Exchange Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and certain of its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted Capital Stock of such Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, the issuance or sale of Capital Stock of Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Viasystems Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7, 2012 [ ] (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited 1,000,000,000 aggregate principal amountsamount at any one time outstanding. This Increasing Rate Note is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Exchange Notes (including both Increasing Rate Notes and Fixed Rate Notes) and any Substitute Exchange Notes (including both Increasing Rate Notes and Fixed Rate Notes) issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureExchange Notes. The Initial Notes, the Additional Exchange Notes and the Substitute Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits contains covenants that limit the ability of Mediacom LLC the Company and its Restricted Subsidiaries subsidiaries to, among other things, incur additional indebtedness; issue or sell preferred stock of subsidiaries; pay dividends or distributions on, or redeem or repurchase, capital stock; make investments; engage in transactions with affiliates; create liens on assets; transfer or sell assets; guarantee indebtedness; restrict dividends or other payments of subsidiaries; consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries; and engage in sale and leaseback transactions. These covenants are subject to restrict distributions important exceptions and dividends from Restricted Subsidiariesqualifications.
Appears in 1 contract
Indenture. The Issuers Company issued the Discount Notes under an Indenture Indenture, dated as of February 7April 24, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers between Holdings --------- and the Trustee. The terms of the Discount 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 “TIA”"Act"). Capitalized terms used herein defined in the Indenture and not --- defined herein have the meanings ascribed thereto in the Indenture. The Discount Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture Inden ture and the TIA Act for a statement of those terms. The Discount Notes are unsecured unsecured, senior obligations of the Issuers initially Holdings, limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited 45,140,000 aggregate principal amountsamount at any time outstanding. This Discount Note is one of the Initial Exchange Notes referred to in the Indenture. The Discount Notes include the Initial Notes and any Exchange Discount Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Agreement. The Initial Notes, the Additional Notes and the Exchange Discount Notes are treated as a single class of securities under the Indenture. The Indenture imposes contains certain limitations on covenants that, among other things, limit (i) the Incurrence - incurrence of Indebtedness additional indebtedness by Holdings or any Restricted Subsidiary, (ii) the Issuers, making of Restricted Payments by Holdings or any Restricted Subsidiary -- (including certain investments and the Issuers’ Restricted Subsidiaries, the payment payments of dividends on, and redemptions of, capital stock of Holdings or any Restricted Subsidiary), (iii) the purchase or redemption creation of Equity Interests in Mediacom LLC --- consensual encumbrances and its restrictions with respect to Restricted Subsidiaries, the sale or transfer (iv) sales of assetsassets and subsidiary stock, investments of Mediacom LLC and its Restricted Subsidiaries and (v) certain -- - transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.affiliates,
Appears in 1 contract
Samples: Indenture (Iron Age Holdings Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 24, 2012 1997 (as it may be amended or supplemented from time 132 6 to time in accordance with the terms thereoftime, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 100,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence issuance of Indebtedness debt by the Issuers, and the Issuers’ Restricted SubsidiariesCompany, the payment of dividends onand other distributions and acquisitions or retirements of the Company's Capital Stock and Subordinated Obligations, and the purchase or redemption of Equity Interests in Mediacom LLC incurrence by the Company and its Restricted SubsidiariesSubsidiaries of Liens on its property and assets which do not equally and ratably secure the Securities, the sale or transfer of assetsassets and Subsidiary Stock, investments by the Company, consolidations, mergers and transfers of Mediacom LLC and its Restricted Subsidiaries all or substantially all of the Company's assets and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Ev International Inc)
Indenture. The Issuers This Security is one of a duly authorized issue of securities of the Company (herein called the “Securities”), issued the Notes and to be issued in one or more series under an Indenture Indenture, dated as of February 7July 18, 2012 2014, among Navient Corporation (the “Company”) and The Bank of New York Mellon, as trustee (herein called the “Trustee”, which term includes any successor trustee under the Indenture), as supplemented and amended by the Second Supplemental Indenture, dated March 27, 2015, the Sixth Supplemental Indenture, dated March 17, 2017, and the Eighth Supplemental Indenture, dated June 9, 2017 (as it may be amended or supplemented from time to time in accordance with the terms thereofso supplemented, herein called the “Indenture”), among between the Issuers Company and the Trustee. The terms of the Notes include those stated in the , to which Indenture and those all indentures supplemental thereto reference is hereby made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations the respective rights, limitations of rights, duties and immunities thereunder of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the IssuersCompany, the Issuers may issue Additional Notes having substantially identical Trustee and the Holders of the Securities and of the terms upon which the Securities are, and conditions as the Initial Notes in unlimited principal amountsare to be, authenticated and delivered. This Note Security is one of the Initial Notes referred series designated on the face hereof, limited in aggregate principal amount to in the Indenture$645,154,000. Optional Redemption. The Notes include Securities of this series are subject to redemption at the Notes Company’s option, at any time and any Exchange Notes issued from time to time, in exchange for the Initial Notes whole or Additional Notes pursuant in part, at a Redemption Price equal to the Indenturegreater of (i) 100% of the principal amount to be redeemed plus accrued and unpaid interest thereon to the Redemption Date, and (ii) the sum of the present values of the remaining scheduled payments of principal and interest on the Securities to be redeemed (exclusive of interest accrued to the Redemption Date) discounted to the Redemption Date on a semiannual basis (assuming a 360-day year consisting of twelve 30 day months) at the applicable Treasury Rate (as defined below) plus 50 basis points plus accrued and unpaid interest on the principal amount being redeemed to the Redemption Date. The Initial NotesFor purposes of determining the optional redemption price, the Additional Notes and the Exchange Notes following definitions are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.applicable:
Appears in 1 contract
Indenture. The Issuers Company issued the Notes under an Indenture Indenture, dated as of February 7December 15, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the subsidiaries of the Company, as guarantors (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. §§ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein and not defined herein have the meanings ascribed assigned thereto in the Indenture. The Notes are subject to all such termsterms and provisions of the Indenture, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes are senior subordinated unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 280,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Additional Notes referred to in the Indenture. The Notes include the Initial Notes, Additional Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureNotes. The Initial Notes, the Additional Notes, Exchange Notes and the Private Exchange Notes are treated as a single class of securities notes under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the IssuersCompany and its Subsidiaries to, among other things, make certain Investments and the Issuers’ other Restricted SubsidiariesPayments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted distributions by Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with AffiliatesAffiliates and Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. To guarantee the due and its Restricted Subsidiaries punctual payment of the principal and interest on the Notes and all other amounts payable by the Company under the Indenture and the Notes when and as the same shall be due and payable, whether, by acceleration or otherwise, according to restrict distributions the terms of the Notes and dividends from Restricted Subsidiariesthe Indenture, the Subsidiary Guarantors jointly and severally, unconditionally guarantee the Obligations of the Company under the Indenture and the Notes on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers issued To the extent that the aggregate amount of Senior Notes under tendered pursuant to an Indenture dated as of February 7, 2012 (as it may be amended or supplemented from time to time in accordance with Asset Sale Offer is less than the terms thereofExcess Proceeds, the “Indenture”Company may use any remaining Excess Proceeds for general corporate purposes. If the aggregate principal amount of Senior Notes surrendered by Holders thereof exceeds the amount of Excess Proceeds, the Trustee shall select the Senior Notes to be purchased on a pro rata basis, by lot or by such other method as the Trustee deems fair and appropriate. Upon completion of such Asset Sale Offer, the amount of Excess Proceeds shall be reset at zero. The Asset Sale Offer will remain open for a period of 20 Business Days following its commencement and no longer, except to the extent that a longer period is required by applicable law (the "Asset Sale Offer Period"). No later than five Business Days after the termination of the Asset Sale Offer Period (the "Asset Sale Purchase Date"), among the Issuers Company will purchase the principal amount of Senior Notes required to be purchased pursuant to this covenant (the "Asset Sale Offer Amount") or, if less than the Asset Sale Offer Amount has been validly tendered and not properly withdrawn, all Senior Notes validly tendered and not properly withdrawn in response to the Asset Sale Offer. Payment for any Senior Notes so purchased shall be made in the same manner as interest payments are made on the Senior Notes. If the Asset Sale Purchase Date is on or after an interest record date and on or before the related interest payment date, any accrued and unpaid interest and Liquidated Damages, if any, will be paid to the Person in whose name a Senior Note is registered at the close of business on such record date, and no additional interest shall be payable to Holders who tender Senior Notes pursuant to the Asset Sale Offer. Upon the commencement of an Asset Sale Offer, the Company shall send, by first class mail, a notice to the Trustee and each of the Holders, with a copy to the Trustee. The terms of the Notes include those stated in the Indenture notice shall contain all instructions and those made part of the Indenture by reference materials necessary to the Trust Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject enable such Holders to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional tender Senior Notes pursuant to the IndentureAsset Sale Offer. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the IndentureAsset Sale Offer shall be made to all Holders. The Indenture imposes certain limitations on notice, which shall govern the Incurrence terms of Indebtedness by the IssuersAsset Sale Offer, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.shall state:
Appears in 1 contract
Samples: Indenture (Oxford Health Plans Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 11, 2012 1998 (as it such may be amended or supplemented from time to time in accordance with the terms thereoftime, the “"Indenture”"), among the Issuers Company, any Subsidiary Guarantors that may become parties thereto after the date thereof and the Trustee. 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. §§ 77aaa-77bbbbss.sx. 00aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 85,000,000 aggregate principal amount at any one time outstanding (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2.07 of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Pari Passu Indebtedness and Subordinated Indebtedness of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the creation of Liens; and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium and interest, if any, 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Hs Resources Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 16, 2012 1999 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”"INDENTURE"), among between the Issuers Company, Bell Xxxantic Corporation, a Delaware corporation ("BAC"), and the Trustee. The terms of the Notes 4 141 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. §§ 77aaa-77bbbbSections 77aaa77bbbb) as in effect on the date of the Indenture (the “TIA”"ACT"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 350,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence issuance of Indebtedness debt by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends and other distributions on, and acquisitions or retirements of, the purchase or redemption Capital Stock and Subordinated Obligations of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the incurrence by the Company and its Restricted Subsidiaries of Liens on its property and assets which do not equally and ratably secure the Securities, the sale or transfer of assetsassets and stock of Restricted Subsidiaries of the Company, investments by the Company and its Restricted Subsidiaries, the lines of Mediacom LLC business in which the Company and its Restricted Subsidiaries may operate, consolidations, mergers and transfers of all or substantially all of the Company's property and assets and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries and to sell or issue the Capital Stock of Restricted Subsidiaries. The Indenture also imposes certain obligations with respect to the payment of Additional Amounts.
Appears in 1 contract
Samples: Indenture (Bell Atlantic Corp)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7September 23, 2012 1997 (as it may be amended or supplemented from time to time in accordance with "Indenture") between the terms thereof, the “Indenture”), among the Issuers 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. §§ U.S. Code Sections 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA such Act for a statement of those such terms. The Notes are general unsecured senior subordinated obligations of the Issuers initially Company equal in an aggregate principal amount to $150,000,000 and will mature on September 15, 2007. The Notes are general unsecured senior subordinated obligations of the Company limited to $250,000,000, and, 150,000,000 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments the issuance or sale of Mediacom LLC Capital Stock of Restricted Subsidiaries, the Investments of the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Belco Oil & Gas Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 713, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ 77aaa-77bbbbss.sx. 00aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 76.0 million aggregate principal amount (subject to compliance with Section 2.9 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Exchange Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the entering into Sale/Leaseback transactions by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (NBC Acquisition Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7June 23, 2012 1995 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company; Six Flags Over Georgia, Inc., Six Flags Over Texas, Inc., and S.F. Partnership (collectively, the "Note Guarantors"); and the Trustee. 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. §§ (Section)(Section) ------ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 285,000,000 aggregate principal amount (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted certain of its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and certain of its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted of certain Capital Stock of such Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and certain of its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To secure the due and punctual payment of the principal (or, as the case may be, the Accreted Value) and liquidated damages and interest, if any, 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 unconditionally guaranteed the obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Premier Parks Inc)
Indenture. The Issuers Company issued the Senior Subordinated Notes under an Indenture dated as of February 7June 5, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, Holdings and the Senior Subordinated Notes Trustee. The terms of the Senior Subordinated 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Senior Subordinated Notes are subject to all such terms, and Holders of the Notes Senior Subordinated Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Senior Subordinated Notes are senior subordinated unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 500 million aggregate principal amount at any one time outstanding (subject to compliance with Sections 2.01 and 2.08 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Senior Subordinated Note is one of the Initial Original Senior Subordinated Notes referred to in the IndentureIndenture issued in an aggregate principal amount of $300 million. The Senior Subordinated Notes include the Initial Senior Subordinated Notes and any Senior Subordinated Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureSenior Subordinated Notes. The Initial Notes, the Additional Senior Subordinated Notes and the Senior Subordinated Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make asset sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. To guarantee the due and its Restricted Subsidiaries punctual payment of the principal and interest on the Senior Subordinated Notes and all other amounts payable by the Company under the Indenture and the Senior Subordinated Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to restrict distributions the terms of the Senior Subordinated Notes and dividends from Restricted Subsidiariesthe Indenture, Holdings has unconditionally guaranteed the Guaranteed Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Wesco Distribution Inc)
Indenture. The Issuers issued the Notes under an Indenture dated as of February 7August 28, 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the 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. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially limited to $250,000,000300,000,000, and, subject to compliance with the covenants contained in this the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in of Mediacom Broadband LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom Broadband LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom Broadband LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Mediacom Broadband Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7April 26, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ ------ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein --- Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially limited to $250,000,000, andCompany. The Company shall be entitled, subject to its compliance with Section 4.03 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may to issue Additional Notes having substantially identical terms and conditions as Securities pursuant to Section 2.13 of the Initial Notes in unlimited principal amountsIndenture. This Note Security is one of the Initial Notes [Exchange] [Private Exchange] Securities referred to in the Indenture. The Notes include Initial Securities issued on the Notes Issue Date, any Additional Securities and any all Exchange Notes Securities or Private Exchange Securities issued in exchange therefor will be treated as a single class for the Initial Notes or Additional Notes pursuant to all purposes under the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Subordinated Obligations of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the creation of Liens; and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. All of these limitations and prohibitions, however, are subject to a number of important qualifications contained in the Indenture. To guarantee the due and punctual payment of the principal and interest, if any, 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (DR Sales Inc)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7November 4, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers 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 (15 U.S.C. §§ ------ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. __________________________________ /2// Include only for the Initial Notes - The Notes are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 275 million aggregate principal amount (subject to compliance with Section 310 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial [Initial]/3/ Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 15, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 100,000,000 aggregate principal amount (subject to compliance with Section 2.06 of the Indenture). The Indenture contains certain covenants contained in this Indenturethat, including Section 1008 as a new among other things, limit the Incurrence of Additional Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC Company and its Restricted Subsidiaries, the sale or transfer making of assetsRestricted Payments, investments the creation of Mediacom LLC and its restrictions on distributions from Restricted Subsidiaries and Subsidiaries, Asset Dispositions, certain transactions with Affiliates. In addition, the Incurrence of Liens and Sale/Leaseback Transactions and certain consolidations, mergers and transfers of assets. To guarantee the due and punctual payment of principal and interest, if any, on the Securities and all other amounts payable by the Company under the Indenture limits and the ability Securities when and as the same shall be due and payable, 101 whether at maturity, by acceleration or otherwise, according to the terms of Mediacom LLC the Securities and its Restricted Subsidiaries the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed such obligations on a senior basis pursuant to restrict distributions and dividends from Restricted Subsidiariesthe terms of the Indenture.
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Samples: Indenture (Phoenix Racing Inc)
Indenture. The Issuers Issuer issued the Notes under an Indenture dated as of February 7March 15, 2012 2000 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers 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 1939, as amended (15 I5 U.S.C. §§ 77aaa-77bbbbss.sx. 07aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially Issuer limited to $250,000,000, and, 200,000,000 aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture), including Section 1008 as a new Incurrence all of Indebtedness by which are being offered on the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIssue Date. This Note is one of the Initial Exchange Notes referred to in the Indenture. The Notes include the Initial Notes and any Private Exchange Notes and Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Private Exchange Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Issuer and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Issuer and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Issuer and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Issuer and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Issuer and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.. 95 5
Appears in 1 contract
Samples: Indenture (Spectrasite Holdings Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 6, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers Company initially limited to issued in aggregate principal amount of $250,000,000300,000,000, and, but subject to compliance with additional issuances from time to time under the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Series A Notes and any Exchange Series B Notes issued in exchange for the Initial Notes or Additional Series A Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Series A Notes and the Exchange Series B Notes and any Additional Securities subsequently issued under the Indenture are treated as a single class of securities for all purposes under the IndentureIndenture including, without limitation, waivers, amendments, redemptions and offers to purchase. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Rent a Center Inc De)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7August 13, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. This Security is one of a duly authorized issue of Initial Securities of the Company designated as its 10 5/8% Senior Subordinated Notes due 2004 (the "Initial Securities"). The Securities include the Initial Securities and the Exchange Securities (as defined in the Indenture), issued in exchange for the Initial Securities pursuant to the Registration Rights Agreement. The Initial Securities and the Exchange Securities are treated as a single class of securities under the Indenture. 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. §§ ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of Any conflict between this Security and the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness Indenture will be governed by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include Securities are unsecured senior subordinated obligations of the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant Company limited to $250,000,000 aggregate principal amount (subject to Section 2.7 of the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the existence of liens, the payment of dividends on, and redemption of, the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, restricted payments, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, consolidations, mergers and transfers of all or substantially all the assets of the Company, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 19, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereoftime, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to an aggregate deemed issue price of $250,000,000, and, 70,750,706 and which will represent an aggregate principal amount as of the Scheduled Maturity Date of the Securities of approximately $129,115,891 (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one on 2e of the Initial Notes Exchange Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence issuance of Indebtedness debt by the Issuers, and the Issuers’ Restricted SubsidiariesCompany, the payment of dividends onand other distributions and acquisitions or retirements of the Company's Capital Stock and Subordinated Obligations, and the purchase or redemption of Equity Interests in Mediacom LLC incurrence by the Company and its Restricted SubsidiariesSubsidiaries of Liens on its property and assets which do not equally and ratably secure the Securities, the sale or transfer of assetsassets and Subsidiary Stock, investments by the Company, consolidations, mergers and transfers of Mediacom LLC and its Restricted Subsidiaries all or substantially all of the Company's assets and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Telex Communications Intermediate Holdings LLC)
Indenture. The Issuers Company issued the Senior Subordinated Notes under an Indenture dated as of February 7September 30, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Senior Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. The terms of the Senior Subordinated Notes include those stated in the Senior Indenture and those made part of the Senior Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ (S)(S) 77aaa-77bbbb) as in effect on the date of the Senior Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Senior Indenture and not defined herein have the meanings ascribed thereto in the Senior Indenture. The Senior Subordinated Notes are subject to all such terms, and Holders of the Notes are referred to the Senior Indenture and the TIA Act for a statement of those terms. The Senior Subordinated Notes are unsecured senior subordinated obligations of the Issuers initially Company and are limited to $250,000,000170,000,000 in aggregate principal amount outstanding. In the event that the Company is unable to repay the Senior Subordinated Notes at their stated maturity, andthe Senior Subordinated Notes will be exchanged, subject to compliance with certain conditions, for Increasing Rate Senior Subordinated Notes due 2007 (the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts"Roll-Over Notes"). This Note security is one of the Initial Senior Subordinated Notes referred to in the Senior Indenture. The Notes Senior Subordinated Securities include the Senior Subordinated Notes, any Roll-Over Notes issued in exchange for the Senior Subordinated Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Roll-Over Notes pursuant to the Senior Indenture. The Initial Senior Subordinated Notes, the Additional Roll-Over Notes and the Exchange Notes are treated as a single class of securities under the Senior Indenture. The Senior Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted Subsidiaries, its subsidiaries; the payment of dividends on, and other payments by the purchase or redemption of Equity Interests in Mediacom LLC Company and its Restricted Subsidiaries, subsidiaries; Investments; sales of assets of the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and subsidiaries; certain transactions with Affiliates; Liens; and consolidations, mergers and transfers of all or substantially all of the Company's or its subsidiaries' assets. In addition, the Senior Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiariessubsidiaries.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7September 20, 2012 2006 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and the Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those terms. such terms and provisions The Notes Securities are unsecured second priority senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Original Floating Rate Notes, any Additional Floating Rate Notes and any Exchange Floating Rate Notes issued in exchange for the Initial Original Floating Rate Notes or any Additional Floating Rate Notes pursuant to the Indenture. The Initial Original Floating Rate Notes, the any Additional Floating Rate Notes and the any Exchange Floating Rate Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted A-2- NY1:1657728.6 Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a second priority senior secured basis pursuant to the terms of the Indenture.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 717, 2012 2004, as amended and restated as of May 6, 2005 (as it may be amended or supplemented from time to time in accordance with the terms thereofand restated, the “"Indenture”"), among the Issuers Company, the Note Guarantors and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, andCompany. The Company shall be entitled, subject to its compliance with Section 4.03 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may to issue Additional Notes having substantially identical terms and conditions as Securities pursuant to Section 2.01 of the Initial Notes in unlimited principal amountsIndenture. This Note Security is one of the Initial Exchange Notes referred to in the Indenture. The Notes Securities include the Consenting Securities, the Non-Consenting Securities, the Additional Securities and any Exchange Notes and any Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial NotesConsenting Securities, the Non-Consenting Securities, the Additional Securities, the Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture, except as specifically stated otherwise therein. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, make asset sales and incur Liens. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and each Note Guarantor to consolidate or merge with or into any other Person or the Company to convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Note Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior secured basis pursuant to the terms of the Indenture. The Securities are secured (i) on a first-priority basis with respect to the First-Priority Collateral and (ii) on a second-priority basis with respect to the Second-Priority Collateral, in each case, by the Liens created by the Security Documents pursuant to, and subject to, the terms of the Indenture and the Intercreditor Agreement.
Appears in 1 contract
Samples: Indenture (Uniplast Industries Co)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7October 2, 2012 2009 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors and the TrusteeTrustee and Collateral Agent. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIAAct”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. In the event of any conflict between this Security and the Indenture, the terms of the Indenture shall control. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes and Initial Securities issued on the Issue Date, any Exchange Notes Additional Securities issued in exchange for accordance with Section 2.16 of the Initial Notes or Additional Notes pursuant to Indenture and the IndentureExchange Securities. The Initial NotesSecurities, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the issuance or sale of Capital Stock of Restricted Subsidiaries, future Subsidiary Guarantors, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture, the Securities, the Collateral Documents and the Intercreditor Agreement 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 Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Subsidiary Guarantors, shall unconditionally Guarantee), jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Nebraska Book Co)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 713, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ 77aaa-77bbbbss.sx. 00aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 76.0 million aggregate principal amount (subject to compliance with Section 2.9 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the entering into Sale/Leaseback transactions by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and and, transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (NBC Acquisition Corp)
Indenture. The Issuers Issuer issued the Notes Securities under an Indenture dated as of February 7December 16, 2012 2002 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Issuer, the Guarantor and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIssuer. This Note The Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities issued on the Issue Date, any Additional Securities issued in accordance with Section 2.16 of the Indenture and any the Exchange Notes Securities issued in exchange for the Initial Notes Securities or Additional Notes Securities pursuant to the Indenture. The Initial NotesSecurities, the any Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness the Issuer and its Subsidiaries to create liens and enter into mergers and consolidations. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the IssuersIssuer 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 Guarantor has unconditionally guaranteed such obligations on a senior basis pursuant to the terms of the Indenture. The Guarantor will be automatically released from all its obligations under the Securities, the Indenture and the Guarantee, and the Issuers’ Restricted SubsidiariesGuarantee will automatically terminate, pursuant to Section 10.2 of the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted SubsidiariesIndenture.
Appears in 1 contract
Samples: Indenture (Usani LLC)
Indenture. The Issuers Issuer issued the Notes Securities under an Indenture dated as of February 7March 22, 2012 2016 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among Parent, the Issuers Issuer and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are unsubordinated unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIssuer. [This Note Security is one of the Initial Notes Original Securities referred to in the Indenture issued in an aggregate principal amount of $775,000,000. The Securities include the Original Securities, any Additional Securities, and any Exchange Securities issued in exchange for Original or Additional Securities]. [This Security is one of the Additional Securities issued in addition to the Original Securities and Exchange Securities issued in exchange therefor in an aggregate principal amount of $775,000,000 previously issued under the Indenture. The Notes include Original Securities, the Notes and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial NotesOriginal Securities, the Additional Notes Securities and any Exchange Securities issued in exchange for the Exchange Notes Additional Securities are treated as a single class of securities under the Indenture. .] The Indenture imposes certain limitations on the Incurrence ability of Indebtedness Parent, the Issuer and their respective Restricted Subsidiaries to, among other things, make certain Investments and other Restricted Payments, pay dividends and other distributions, incur Debt, enter into consensual restrictions upon the payment of certain dividends and distributions by the Issuers, and the Issuers’ such Restricted Subsidiaries, the payment issue or sell shares of dividends on, and the purchase or redemption capital stock of Equity Interests in Mediacom LLC and its such Restricted Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC Parent, the Issuer and its their respective Restricted Subsidiaries to restrict distributions consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or otherwise dispose of all or substantially all of the Property of such entities. To guarantee the due and dividends from Restricted Subsidiariespunctual payment of the principal and interest on the Securities and all other amounts payable by the Issuer 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, Parent has unconditionally guaranteed the Securities on an unsubordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture Indenture, dated as of February 7March 10, 2012 2023 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, Warner Bros. Discovery, Inc., a Delaware corporation (the “Parent Guarantor”), and the Trustee. 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 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have , as in effect on the meanings ascribed thereto in date of the Indenture. The Notes Notwithstanding anything to the contrary herein, the Securities are subject to all such terms, and Holders of the Notes Securities are referred to the Indenture and the TIA for a statement of those termsthem. To the extent the terms of the Indenture and this Security are inconsistent, the terms of the Indenture shall govern. The Notes are unsecured senior obligations of Company, the Issuers initially Parent Guarantor, Discovery Communications, LLC, a Delaware limited to $250,000,000liability company (“DCL”), Scripps Networks Interactive, Inc., an Ohio corporation (“Scripps” and, subject to compliance together with DCL, the “Subsidiary Guarantors” and, the Subsidiary Guarantors together with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the IssuersParent Guarantor, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and “Guarantors”, which term includes any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities successor thereto under the Indenture) and the Trustee entered into a First Supplemental Indenture, dated as of March 10, 2023 setting forth certain terms of the Securities pursuant to Section 2.04 of the Indenture (the “Supplemental Indenture”). The Supplemental Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by liens and certain sale and leaseback transactions and limits the IssuersCompany’s ability to consolidate, merge, convey, transfer or lease its properties and assets substantially as an entirety. To the Issuers’ Restricted Subsidiariesextent the terms of the Supplemental Indenture are inconsistent with the Indenture or this Security, the payment terms of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Supplemental Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiariesshall govern.
Appears in 1 contract
Samples: First Supplemental Indenture (Warner Bros. Discovery, Inc.)
Indenture. The Issuers Company and BCC issued the Senior Discount Notes under an Indenture dated as of February 72, 2012 1999 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, BCC and the Trustee. The terms of the Senior Discount Notes include those stated in the Indenture and those made part of the Indenture by 6 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Senior Discount Notes are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Senior Discount Notes are senior unsecured senior obligations of the Issuers initially Company and BCC limited to $250,000,000, and, 200,000,000 aggregate gross proceeds (subject to compliance with Sections 2.01 and 2.08 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Senior Discount Note is one of the Initial Exchange Senior Discount Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes Indenture issued in exchange for Initial Senior Notes. The Senior Discount Notes include the Exchange Senior Discount Notes, the Original Senior Discount Notes in an aggregate principal amount at maturity of $275,000,000 (aggregate gross proceeds of $175,021,000) and up to an aggregate gross proceeds of $24,979,000 additional Initial Senior Discount Notes or Additional Notes pursuant to that may be issued under the Indenture. The Initial Exchange Senior Discount Notes, the Additional Original Senior Discount Notes and the Exchange such additional Initial Senior Discount Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make Asset Dispositions. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and its Restricted Subsidiaries BCC to restrict distributions consolidate or merge with or into any other Person or sell, transfer, assign, lease, convey or otherwise dispose of all or substantially all of the Property of the Company and dividends from Restricted SubsidiariesBCC. These limitations are subject to significant exceptions, and most would cease to be effective while the Senior Discount Notes have an Investment Grade Rating.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 20, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 200 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC and the Company, its Restricted Subsidiaries and transactions with Affiliates, Liens, dividends and other payment restrictions affecting Subsidiaries, incurrence of senior subordinated Indebtedness, preferred stock of Subsidiaries and future guarantees. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7September 23, 2012 1997 (as it may be amended or supplemented from time to time in accordance with "Indenture") between the terms thereof, the “Indenture”), among the Issuers 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. §§ U.S. Code Sections 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA such Act for a statement of those such terms. The Notes are general unsecured senior subordinated obligations of the Issuers initially Company equal in an aggregate principal amount to $150,000,000 and will mature on September 15, 2007. The Notes are general unsecured senior subordinated obligations of the Company limited to $250,000,000, and, 150,000,000 aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments the issuance or sale of Mediacom LLC Capital Stock of Restricted Subsidiaries, the Investments of the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Belco Oil & Gas Corp)
Indenture. The Issuers Company issued the Notes 2017 Securities under an Indenture dated as of February 7March [ ], 2012 2007 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. The terms of the Notes 2017 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) (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes 2017 Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially limited to $250,000,000, andCompany. The Company shall be entitled, subject to its compliance with Section 4.03 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may to issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2017 Securities pursuant to Section 2.13 of the Initial Notes referred to in the Indenture. The Notes include 2017 Securities issued on the Notes Issue Date and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are 2017 Securities will be treated as a single class of securities for all purposes under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits contains covenants that limit the ability of Mediacom LLC the Company and its subsidiaries to incur additional indebtedness; pay dividends or distributions on, or redeem or repurchase capital stock; make investments; create liens on assets; transfer or sell assets; guarantee indebtedness; consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries; and engage in sale/leaseback transactions. These covenants are subject to important exceptions and qualifications. Upon the occurrence of (i) the 2017 Securities having Investment Grade Ratings from either or both of the Rating Agencies and (ii) no Default or Event of Default with respect to the 2017 Securities having occurred and be continuing, the Company and the Restricted Subsidiaries shall not be subject to restrict distributions Section 4.03, 4.04, 4.05 and dividends from 4.09 of the Indenture with respect to the 2017 Securities. If (i) a Default or Event of Default with respect to the 2017 Securities (other than as a result of the breach of the Suspended Covenants) occurs and is continuing or (ii) both of the Rating Agencies withdraw their ratings or downgrade their ratings assigned to the 2017 Securities below the required Investment Grade Ratings, then the Company and the Restricted SubsidiariesSubsidiaries will thereafter again be subject to the Suspended Covenants with respect to future events with respect to the 2017 Securities and any Subsidiary Guarantees will be reinstated.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7April 4, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ 77aaa-77bbbbss.sx. 00aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially limited to Company, including (a) $250,000,000, and, 325 million in aggregate principal amount of Securities being offered on the Issue Date (subject to compliance with Section 2.9 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by ) and (b) the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsSubsequent Series Securities. This Note Security is one of the Initial Notes [Original or Initial] [Subsequent Series] Securities referred to in the Indenture. The Notes include the Notes Initial Securities, Subsequent Series Securities, Private Exchange Securities and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness Liens by the IssuersCompany or its Subsidiaries, Sale-Leaseback Transactions by the Company or its Subsidiaries, and consolidation, mergers and sale of assets of the Issuers’ Restricted SubsidiariesCompany. To guarantee the due and punctual payment of the principal, premium, if any, and 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 payment Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary Guarantors, together with the Subsidiary Guarantors, will unconditionally guarantee), jointly and severally, such obligations on a senior basis pursuant to the terms of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted SubsidiariesIndenture.
Appears in 1 contract
Samples: Indenture (Apogent Technologies Inc)
Indenture. The Issuers Company issued the Notes Fixed Rate Securities under an Indenture dated as of February 7March 12, 2012 2004 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. The terms of the Notes Fixed Rate 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Fixed Rate Securities are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Fixed Rate Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note Fixed Rate Security is one of the Initial Notes Exchange Securities referred to in the Indenture. The Notes Fixed Rate Securities include the Notes Initial Fixed Rate Securities and any the Exchange Notes Fixed Rate Securities issued in exchange for the Initial Notes or Additional Notes Fixed Rate Securities pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial NotesFixed Rate Securities, the Additional Notes Exchange Fixed Rate Securities and all other Securities (including the Exchange Notes Floating Rate Securities) are treated as a single class of securities under the Indenture; provided, however, that in respect of any amendment, waiver, other modification or optional redemption by the Company that affects only the Fixed Rate Securities or the Floating Rate Securities, as the case may be, such affected series of Securities is treated as a single class under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, sell assets, including shares of capital stock of Restricted Subsidiaries, enter into or permit certain transactions with AffiliatesAffiliates and create or incur Liens. The Indenture also imposes limitations on the ability of the Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its property. Following the first day (the "Suspension Date") that (i) the Fixed Rate Securities have an Investment Grade Rating from both of the Rating Agencies, and (ii) no Default has occurred and is continuing under the Indenture, the Company and its Restricted Subsidiaries will not be subject to Sections 4.03, 4.04, 4.05, 4.06, 4.07, 4.11 and Section 5.01(3) (collectively, the "Suspended Covenants") of the Indenture. In addition, the Indenture limits Company may elect to suspend the ability Subsidiary Guarantees, and the Company may also elect to release any or all of Mediacom LLC the Collateral from the Liens securing the Fixed Rate Securities and Subsidiary Guarantees. Upon and following any Reversion Date, the Company and its Restricted Subsidiaries shall again be subject to restrict distributions the Suspended Covenants with respect to future events, the Subsidiary Guarantees shall be reinstated and dividends any Collateral that was released from Restricted SubsidiariesLiens securing the Fixed Rate Securities and Subsidiary Guarantees, as well as any Collateral acquired since the Suspension Date, shall be restored and pledged to secure the Fixed Rate Securities and the Subsidiary Guarantees, as applicable.
Appears in 1 contract
Indenture. The Issuers have issued the Senior Subordinated Notes under an a Senior Subordinated Indenture dated as of February 7September 23, 2012 2004 (as it may be amended or supplemented from time to time in accordance with the terms thereof"Senior Subordinated Indenture") among the Issuers, the “Indenture”), among the Issuers Guarantors and the Trustee. The terms of the Senior Subordinated Notes include those stated in the Senior Subordinated Indenture and those made part of the Senior Subordinated Indenture by reference to the Trust TIA. Terms defined in the Senior Subordinated Indenture Act of 1939 (15 U.S.C. §§ 77aaa-77bbbb) (the “TIA”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Senior Subordinated Indenture. The Senior Subordinated Notes are subject to all such termsthe terms and provisions of the Senior Subordinated Indenture, and Holders of the Notes are referred to the Senior Subordinated Indenture and the TIA for a statement of those such terms. To the extent any provision of this Senior Subordinated Note conflicts with the express provisions of the Senior Subordinated Indenture, the provisions of the Senior Subordinated Indenture shall govern and be controlling. The Senior Subordinated Notes are senior subordinated unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Senior Subordinated Note is one of the Initial Senior Subordinated Notes referred to in the Senior Subordinated Indenture. The Senior Subordinated Notes include the A2-5 Initial Senior Subordinated Notes, any Additional Senior Subordinated Notes and any Senior Subordinated Exchange Notes issued in exchange for the Initial Senior Subordinated Notes or Additional Senior Subordinated Notes pursuant to the Senior Subordinated Indenture. The Initial Senior Subordinated Notes, the any Additional Senior Subordinated Notes and the any Senior Subordinated Exchange Notes are treated as a single class of securities under the Senior Subordinated Indenture. The Senior Subordinated Indenture imposes certain limitations on the Incurrence ability of Indebtedness the Issuers and their 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 payment of certain dividends and distributions by the Issuers, and the Issuers’ such Restricted Subsidiaries, issue or sell shares of capital stock of the payment of dividends on, Issuers and the purchase or redemption of Equity Interests in Mediacom LLC and its such Restricted Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates, create or Incur Liens and make asset sales. In addition, the The Senior Subordinated Indenture limits also imposes limitations on the ability of Mediacom LLC the Issuers and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and interest on the Senior Subordinated Notes and all other amounts payable by the Issuers under the Senior Subordinated Indenture and the Senior Subordinated Notes when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to restrict distributions the terms of the Senior Subordinated Notes and dividends from Restricted Subsidiariesthe Senior Subordinated Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Obligations of the Issuers under the Senior Subordinated Notes on a senior subordinated unsecured basis pursuant to the terms of the Senior Subordinated Indenture.
Appears in 1 contract
Samples: Indenture (VHS of Anaheim Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 24, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company and are limited to $250,000,000270,000,000 in aggregate principal amount outstanding, and, subject of which $135,000,000 in aggregate principal amount will be initially issued on the Closing Date. Subject to compliance with the covenants contained conditions set forth in this the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers Company may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited up to an additional $135,000,000 aggregate principal amountsamount of Securities. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities, the Additional Securities and any Exchange Notes Securities and Private Exchange Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial NotesSecurities, the Additional Notes Securities, the Exchange Securities and the Private Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and other payments by the purchase or redemption of Equity Interests in Mediacom LLC Company and its Restricted Subsidiaries, ; Investments; sales of assets of the sale or transfer Company and Restricted Subsidiaries; certain transactions with Affiliates; the lines of assets, investments of Mediacom LLC business in which Holding and the Company and its Restricted Subsidiaries may operate; Liens; and transactions with Affiliatesconsolidations, mergers and transfers of all or substantially all of the Company's or a Guarantor's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 27, 2012 1996 (as it such may be amended or supplemented from time to time in accordance with the terms thereoftime, the “"Indenture”"), among the Issuers Company, the Initial Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 150,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Pari Passu Indebtedness and Subordinated Indebtedness of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the creation of Liens; and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium and interest, if any, 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Hs Resources Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7[ ], 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors and the TrusteeTrustee and Collateral Agent. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIAAct”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. In the event of any conflict between the terms of this Security and the Indenture, the terms of the Indenture shall govern and be controlling. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities issued on the Issue Date and any Exchange Notes Additional Securities issued in exchange for the Initial Notes or Additional Notes pursuant to accordance with Section 2.14 of the Indenture. The Initial Notes, the Securities and Additional Notes and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations or Guarantor Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, certain Sale/Leaseback Transactions involving the Company or any Restricted Subsidiary, the issuance or sale of Capital Stock of Restricted Subsidiaries, future Subsidiary Guarantors, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to enter into agreements that restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the Company under the Indenture, the Securities, the Collateral Documents and the Intercreditor Agreement 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 Subsidiary Guarantors have unconditionally guaranteed (and future guarantors, together with the Subsidiary Guarantors, shall unconditionally Guarantee), jointly and severally, such obligations on a senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers issued the Notes under an Indenture dated as of February 7April 29, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Issuers, 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. §§ 77aaa-77bbbbSection 77aa77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA for a statement of those terms. Any conflict between this Note and the Indenture will be governed by the Indenture. The Notes are unsecured general senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited 110 million aggregate principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indentureamount. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Issuers and the Issuers’ their Restricted Subsidiaries, the existence of liens, the payment of dividends on, and redemption of, the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Issuers and its Restricted their Subsidiaries, restricted payments, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, sale and leaseback transactions, the investments of Mediacom LLC the Issuers and its their Restricted Subsidiaries Subsidiaries, consolidations, mergers and transfers of all or substantially all the assets of the Issuers, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Issuers and its Restricted certain of their Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Chiles Magellan LLC)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7, 2012 2009 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIAAct”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior secured obligations of the Issuers initially Company limited to $250,000,000, and, 150.0 million aggregate principal amount (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2.9 of the Initial Notes referred to in the Indenture). The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness Debt by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and capital stock of the Company, certain purchases or redemptions of Subordinated Debt, the incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and capital stock of Restricted Subsidiaries, the issuance or sale of capital stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, mergers and consolidation, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary Guarantors, together with the Subsidiary Guarantors, will unconditionally guarantee), jointly and severally, such obligations on a senior subordinated basis pursuant to the terms of the Indenture. To secure the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the Company and the Subsidiary Guarantors under the Indenture and the Securities, the Company and the Subsidiary Guarantors have granted and have agreed to grant second priority Liens on certain of their respective Properties, now owned and hereafter acquired, in accordance with the Collateral Agreements.
Appears in 1 contract
Samples: Indenture (Callon Petroleum Co)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7October 15, 2012 1996 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 1939, as amended (15 U.S.C. §§ Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 125,000,000 aggregate principal amount (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2.06 of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted certain of its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and certain of its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted of certain Capital Stock of such Subsidiaries, the sale or transfer of assetsassets and Subsidiary stock, investments the creation of Mediacom LLC and its Restricted Subsidiaries Liens, the entering into of Sale/Leaseback Transactions and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Subsidiaries. The Indenture also restricts the ability of the Company and any Subsidiary Guarantor to consolidate or merge with or into, or to transfer all or substantially all their assets to, another person. The Indenture also provides that the Company shall cause each Subsidiary Guarantor, and each Restricted SubsidiariesSubsidiary of the Company (other than the Programs) that has total net assets as of the end of the most recent fiscal year (as set forth on the balance sheet of such Restricted Subsidiary prepared in accordance with GAAP) equal to or greater than the greater of $2.5 million and one percent (1%) of Adjusted Consolidated Net Tangible Assets as of such date, to Guarantee the Securities pursuant to a Subsidiary Guaranty. Any such Subsidiary Guaranty will secure the due and punctual payment of the principal of and interest, if any, 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. Any Subsidiary Guaranty will unconditionally guarantee the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Kelley Oil & Gas Corp)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7September 29, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors named therein (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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 120 million aggregate principal amount (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.. To guarantee the due and punctual payment of the principal and interest, if any, on the Notes and all other amounts payable by the Company under the Indenture and the Notes when
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 727, 2012 1998 (as it may be amended amended, supplemented or supplemented otherwise modified from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured secured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 100 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Temporary Note, the Initial Notes issued in exchange for the Temporary Note pursuant to the Indenture, and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Statement. The Initial NotesTemporary Note, the Additional Initial Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Capital Stock of such Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC and the Company, its Restricted Subsidiaries and transactions with Affiliates, Liens, dividends and other payment restrictions affecting Subsidiaries, incurrence of senior subordinated Indebtedness senior to the Securities, preferred stock of Subsidiaries, future guarantees and conduct of business. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors will have, jointly and severally, unconditionally guaranteed such obligations on a senior subordinated basis pursuant to the terms of the Indenture and the Guarantees.
Appears in 1 contract
Samples: Indenture (Mounger Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7January 15, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. This Security is one of a duly authorized issue of Initial Securities of the Company designated as its 11 3/8% Senior Subordinated Notes due 2008 (the "Initial Securities"). The Securities include the Initial Securities and the Exchange Securities (as defined in the Indenture) issued in exchange for the Initial Securities pursuant to the Registration Agreement. The Initial Securities and the Exchange Securities are treated as a single class of securities under the Indenture. 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. §§ Section 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of Any conflict between this Security and the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness Indenture will be governed by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include Securities are unsecured senior subordinated obligations of the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant Company limited to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture$130,000,000 aggregate principal amount. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the existence of liens, the payment of dividends on, and redemption of, the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, restricted payments, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, consolidations, mergers and transfers of all or substantially all the assets of the Company, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium and interest, if any, on the Securities and 128 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (MSX International Business Services Inc)
Indenture. The Issuers issued the Notes Securities under an Indenture dated as of February 7June 11, 2012 2009 (the “Base Indenture”), among the Issuers, the Guarantors 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 January 15, 2010 (the “First Supplemental Indenture”), among the Issuers, the Guarantors and the Trustee (the Base Indenture, as so supplemented by the First Supplemental Indenture, the “Indenture”), among the Issuers and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and the Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are unsecured first priority senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities, any Additional Securities and any Exchange Notes Securities issued in exchange for the Initial Notes Original Securities or any Additional Notes Securities pursuant to the Indenture. The Initial NotesOriginal Securities, the any Additional Notes Securities and the any Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of the Company and such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Issuers and each Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and interest on the Securities and all other amounts payable by the Issuers 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a first priority senior secured basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7April 1, 2012 1997 (as it may be amended or supplemented from time to time in accordance with "Indenture"), between the terms thereofCompany, the “Indenture”), among the Issuers Subsidiary Guarantors and the Trustee. 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. §§ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture ------ (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 130,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Sections 2.01 and 2.08 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Exchange Securities referred to in the IndentureIndenture issued in an aggregate principal amount of $100,000,000. The Notes Securities include the Notes and Initial Securities, any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes pursuant Securities and up to $30,000,000 aggregate principal amount of additional securities that may be issued under the Indenture. The Initial NotesSecurities, the Additional Notes Exchange Securities and the Exchange Notes such additional securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Subordinated Obligations of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the creation of Liens; and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest, if any, 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 Subsidiary Guarantors have unconditionally guaranteed the Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
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Samples: Indenture (Glenoit Asset Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 3, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note The Security is one of the Initial Notes Exchange Securities referred to in the Indenture. The Notes include the Notes and any Initial Securities, Additional Securities, Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and Capital Stock of the Company, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, mergers and consolidation, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary 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.
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Samples: Indenture (Georgia Gulf Corp /De/)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 17, 2012 1998 (as it may be amended or supplemented from time to time in accordance accor dance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors named therein and the Trustee. 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. §§ section 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company that will rank pari passu in right of payment to all existing and future senior indebtedness of the Company (including the Revolving Credit Facility) and senior to all existing and future subordinated indebtedness of the Company, limited to $250,000,000, and, 174,000,000 aggregate principal amount (subject to compliance with Section 2.9 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the IndentureIndenture and the Registration Rights Agree ment. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated treated, for all purposes, as a single class of securities under the Indenture. The Indenture imposes certain limitations on on: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and and, transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
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Samples: Indenture (Big City Radio Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 20, 2012 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are senior unsecured senior obligations of the Issuers initially limited to $250,000,000Company. [The Securities will be Senior Debt under, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuersand for purposes of, the Issuers may Senior Subordinated Notes.]1 The Company shall be entitled to issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one Securities pursuant to Section 2.13 of the Initial Notes referred to in the Indenture. The Notes include Securities issued on the Notes Closing Date and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are Securities shall be treated as a single class for all purposes of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, Company and the Issuers’ Restricted Subsidiaries, the payment of dividends on, each Subsidiary Guarantor to create or incur Liens and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliatesenter into certain Sale/Leaseback Transactions. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal of and 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior basis pursuant to the terms of the Indenture.
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Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7September 29, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors named therein (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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 120 million aggregate principal amount (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 23, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are unsecured senior secured obligations of the Issuers initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsCompany. This Note Security is one of the Initial Notes [Original] [Additional] Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities, the Additional Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial NotesOriginal Securities, the Additional Notes Securities and the any Exchange Notes Securities and Private Exchange Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with Affiliates, create or incur Liens and make asset sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and each Subsidiary Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Subsidiary Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a senior basis pursuant to the terms of the Indenture. The Securities and the Subsidiary Guarantees are secured on a second-priority basis (subject to Permitted Collateral Liens) by the Liens created by the Security Documents pursuant to, and subject to, the terms of the Indenture and the Intercreditor Agreement.
Appears in 1 contract
Samples: Indenture (Land O Lakes Inc)
Indenture. The Issuers Holdings issued the Notes Securities under an Indenture dated as of February 7May 14, 2012 1999 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers between Holdings and the Trustee. 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. §§ 77aaa-77bbbbss.ss.77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed as- cribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are senior unsecured senior obligations of the Issuers initially Holdings limited to $250,000,000, and, 46,928,435.00 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Original Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities and any Exchange Notes Securities and Private Exchange Securities issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureOriginal Securities. The Initial NotesOriginal Securities, the Additional Notes Exchange Securities and the Private Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Holdings 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 payment of certain dividends and distributions by such Restricted Subsidiaries, issue or sell shares of capital stock of such Restricted Subsidiaries, enter into or permit certain transactions with AffiliatesAffiliates and asset sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC and its Restricted Subsidiaries Holdings to restrict distributions and dividends from Restricted Subsidiariesconsolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of Holdings.
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Indenture. The Issuers Company issued the Notes under an Indenture Indenture, dated as of February 7September 20, 2012 2000 (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 Issuers 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 “"TIA”"). Capitalized terms Terms defined in the Indenture and used herein and but not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes are senior subordinated unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 20,000,000 aggregate principal amount at any one time outstanding (subject to compliance with SECTION 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Exchange Notes referred to in the IndentureIndenture issued in an aggregate original principal amount of $20,000,000. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureNotes. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities Notes under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the IssuersCompany and its Subsidiaries to, among other things, make certain Investments and the Issuers’ other Restricted SubsidiariesPayments, pay dividends and other distributions, incur Indebtedness, enter into consensual restrictions upon the payment of certain dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted distributions by such Subsidiaries, the sale issue or transfer sell shares of assetsCapital Stock of such Subsidiaries, investments of Mediacom LLC and its Restricted Subsidiaries and enter into or permit certain transactions with AffiliatesAffiliates and make asset sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company. To guarantee the due and its Restricted Subsidiaries punctual payment of the principal of and interest on the Notes and all other amounts payable by the Company 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 restrict distributions the terms of the Notes and dividends from Restricted Subsidiariesthe Indenture, the Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on an unsecured senior subordinated basis pursuant to the terms of the Indenture.
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Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 19, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers Company initially limited to issued in aggregate principal amount of $250,000,000100,000,000, and, but subject to compliance with additional issuances under the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note Security is one of the Initial Series C Notes referred to in the Indenture. The Notes Securities include the Series C Notes and any Exchange Series D Notes issued in exchange for the Initial Notes or Additional Series C Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Series C Notes and the Exchange Series D Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Colortyme Inc)
Indenture. The Issuers Issuer issued the Notes under an Indenture dated as of February 7June 26, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers 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 1939, as amended (15 U.S.C. §§ Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially Issuer limited to $250,000,000, and, 225,238,000 aggregate principal amount at maturity (subject to compliance with Section 2.7 of the covenants contained in this Indenture), including Section 1008 as a new Incurrence all of Indebtedness by which are being offered on the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIssue Date. This Note is one of the Initial Exchange Notes referred to in the Indenture. The Notes include the Initial Notes and any Private Exchange Notes and Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Private Exchange Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Issuer and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Issuer and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Issuer and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Issuer and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.of
Appears in 1 contract
Samples: Indenture (Spectrasite Holdings Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 15, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. 115 The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 100,000,000 aggregate principal amount (subject to compliance with Section 2.06 of the Indenture). The Indenture contains certain covenants contained in this Indenturethat among other things, including Section 1008 as a new limit, the Incurrence of Additional Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC Company and its Restricted Subsidiaries, the sale or transfer making of assetsRestricted Payments, investments the creation of Mediacom LLC and its restrictions on distributions from Restricted Subsidiaries and Subsidiaries, Asset Dispositions, certain transactions with Affiliates. In addition, the Incurrence of Liens and Sale/Leaseback Transactions and certain consolidations, mergers and transfers of assets. To guarantee the due and punctual payment of principal and interest, if any, on the Securities and all other amounts payable by the Company under the Indenture limits and the ability Securities when and as the same shall be due and payable, whether at maturity, by acceleration or otherwise, according to the terms of Mediacom LLC the Securities and its Restricted Subsidiaries the Indenture, the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed such obligations on a senior basis pursuant to restrict distributions and dividends from Restricted Subsidiariesthe terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Phoenix Racing Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 30, 2012 2008 (as it may be amended or supplemented from time to time in accordance with the terms thereof"Indenture") among the Company, the “Indenture”), among the Issuers Note Guarantors and the Trustee. 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. §§ ss.ss. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”thx "XIA"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of (as defined in the Notes Indenture) are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are senior unsecured senior obligations of the Issuers initially limited to $250,000,000, andCompany unlimited in aggregate principal amount at any one time outstanding, subject to the conditions and in compliance with the covenants contained set forth in this the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities and any Exchange Notes Additional Securities issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, Original Securities and the Additional Notes and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence ability of Indebtedness by the IssuersParent, the Company and the Issuers’ Parent's 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 payment of certain dividends and distributions by such Restricted Subsidiaries, the payment issue or sell shares of dividends on, and the purchase or redemption capital stock of Equity Interests in Mediacom LLC and its such Restricted Subsidiaries, the sale enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates, create or incur Liens and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Parent, the Company and each Note Guarantor to consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of its Restricted Subsidiaries property. To guarantee the due and punctual payment of the principal and interest, if any, 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 restrict distributions the terms of the Securities and dividends from Restricted Subsidiariesthe Indenture, the Note Guarantors have, jointly and severally, unconditionally guaranteed the Guaranteed Obligations on a senior basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Kansas City Southern)
Indenture. The Issuers Issuer issued the Notes under an Indenture dated as of February 7December 20, 2012 2000 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers 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 1939, as amended (15 U.S.C. §§ 77aaa-77bbbbss.sx. 07aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA for a statement of those terms. The Notes are unsecured senior obligations of the Issuers initially Issuer limited to $250,000,000, and, 200,000,000 aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture), including Section 1008 as a new Incurrence all of Indebtedness by which are being offered on the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsIssue Date. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Private Exchange Notes and Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes., the Additional Private Exchange Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Issuer and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Issuer and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Issuer and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Issuer and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Issuer and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Spectrasite Holdings Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 21, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereoftime, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to an aggregate deemed issue price of $250,000,000, and, 56,250,000 and which will represent an aggregate principal amount as of the Scheduled Maturity Date of the Securities of approximately $105,374,169 (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence issuance of Indebtedness debt by the Issuers, and the Issuers’ Restricted SubsidiariesCompany, the payment of dividends onand other distributions and acquisitions or retirements of the Company's Capital Stock and Subordinated Obligations, and the purchase or redemption of Equity Interests in Mediacom LLC incurrence by the Company and its Restricted SubsidiariesSubsidiaries of Liens on its property and assets which do not equally and ratably secure the Securities, the sale or transfer of assetsassets and Subsidiary Stock, investments by the Company, consolidations, mergers and transfers of Mediacom LLC and its Restricted Subsidiaries all or substantially all of the Company's assets and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Telex Communications Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7June 1, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, Holdings, the Subsidiary Guarantors named therein (the "Subsidiary Guarantors") and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 110.0 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes and Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Exchange Notes and the Private Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale E1-5 115 of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest, if any, 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, Holdings has unconditionally guaranteed such obligations on a senior basis pursuant to the terms of the Indenture and the Subsidiary Guarantors have, jointly and severally, unconditionally guaranteed such obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Ero Marketing Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Guarantors and the Trustee. 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 “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such termsterms and provisions of the Indenture, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those termssuch terms and provisions. The Notes Securities are subordinated unsecured senior obligations of the Issuers Company, of which $ in aggregate principal amount of Original Securities shall be initially limited issued on the Closing Date and up to $250,000,000, and, subject $ in aggregate principal amount of Original Securities shall be issued on any date of exercise of the over-allotment option pursuant to compliance with the covenants contained Underwriting Agreement. Subject to the conditions set forth in this the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers Company may issue an unlimited aggregate principal amount of Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amountsSecurities. This Note Security is one of the Initial Notes Original Securities referred to in the Indenture. The Notes Securities include the Notes Original Securities and any Exchange Notes Additional Securities. The Original Securities and any Additional Securities will vote together on all matters. Additional Securities shall be issued in exchange for the Initial Notes or Additional Notes pursuant with terms identical to the Indenture. The Initial NotesOriginal Securities, the Additional Notes except for any variation in issue price, issuance date and the Exchange Notes are treated interest payable as a single class result of securities under the Indenturesuch dates. The Indenture imposes certain limitations on the Incurrence ability of the Company and its Restricted Subsidiaries to, among other things, incur Indebtedness by the Issuers, and the Issuers’ Restricted Subsidiaries, the payment of issue Disqualified Stock and Preferred Stock; pay dividends on, and redeem, capital stock and redeem Indebtedness that is subordinate in right of payment to the purchase or redemption Securities; make certain other Restricted Payments, including Investments; enter into consensual restrictions on the payment of Equity Interests in Mediacom LLC certain dividends and its distributions by Restricted Subsidiaries, the sale ; enter into or transfer of assets, investments of Mediacom LLC and its Restricted Subsidiaries and permit certain transactions with Affiliates; create or incur Liens; and make Asset Sales. In addition, the The Indenture limits also imposes limitations on the ability of Mediacom LLC the Company and its Restricted Subsidiaries the Guarantors to restrict distributions consolidate or merge with or into any other Person or convey, transfer or lease all or substantially all of the property of the Company or the Guarantors. To guarantee the due and dividends from Restricted Subsidiariespunctual payment of the principal and 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 Guarantors have jointly and severally unconditionally guaranteed the Guaranteed Obligations on a subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7November 1, 2012 1996 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors named therein (the "Subsidiary Guarantors") and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 400.0 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and other distributions on the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, the purchase or redemption of Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest, if any, 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 Subsidiary Guarantors have, jointly 114 9 and severally, unconditionally guaranteed such obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Campfire Inc)
Indenture. The Issuers Issuer issued the Notes Securities under an Indenture dated as of February 7August 30, 2012 2001 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Issuer, the Hanover Guarantors and the Trustee, and a Participation Agreement dated as of August 30, 2001 (the "Participation Agreement") among the Issuer, the Lessee, the Certificate Holders named therein, the Hanover Guarantors, the Trustee and Wilmington Trust Company. The terms of the Notes Securities include those stated in the Indenture and the Participation Agreement and those made part of the Indenture by reference to the Trust Indenture Act of 1939 (15 U.S.C. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured secured senior obligations of the Issuers initially Issuer limited to $250,000,000, and, 250 million aggregate principal amount (subject to compliance with Section 2.2 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Original Securities (also referred to as Initial Notes Securities) referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes and the Participation Agreement impose certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, and the Issuers’ Issuer or Hanover or its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and Capital Stock of Hanover, the Incurrence of Liens by the Issuer or Hanover or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries of Hanover, the issuance or sale of Capital Stock of Restricted Subsidiaries of Hanover, the business activities and investments of Mediacom LLC the Issuer, mergers and consolidation of Hanover, and transactions with Affiliates of Hanover and its Restricted Subsidiaries and transactions with AffiliatesSubsidiaries. In addition, the Indenture Participation Agreement limits the ability of Mediacom LLC Hanover and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and interest on the Securities and all other amounts payable by the Issuer 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 Hanover Guarantors will have unconditionally guaranteed, upon the release of escrowed funds pursuant to an Escrow Agreement, dated as of August 30, 2001 (the "Escrow Agreement"), among the Issuer, Hanover Equipment Trust 2001B and Wilmington Trust Company, as escrow agent, (and future Hanover Guarantors, together with the Hanover Guarantors, will unconditionally guarantee) jointly and severally, upon the occurrence of and during a Lease Event of Default, such obligations on a senior subordinated basis pursuant to the terms of a Guarantee, to be dated as of the date the escrowed funds are released pursuant to the Escrow Agreement, by the Hanover Guarantors.
Appears in 1 contract
Samples: Indenture (Hanover Compressor Co /)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 21, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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. §§ xx.xx. 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 120 million aggregate principal amount (subject to compliance with Section 2.7 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Exchange Notes referred to in the Indenture. The Notes Securities include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted Capital Stock of such Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the sale or transfer of assetsassets and Capital Stock of Subsidiaries, the issuance or sale of Capital Stock of Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. In addition, the Indenture requires Subsidiaries of the Company (in the circumstances specified in Section 4.10 of the Indenture and on the terms and conditions specified in Article XI of the Indenture), to enter into a supplement to the Indenture providing for a guarantee by such Subsidiaries (on a senior subordinated basis) of the due and punctual payment of the principal of, premium (if any) and 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.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7November 4, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers 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 (15 U.S.C. §§ ------ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 275 million aggregate principal amount (subject to compliance with Section 310 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7December 17, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 55,000,000 aggregate principal amount at any one time outstanding (subject to compliance with Section 2.07 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Initial Notes Securities referred to in the Indenture. The Notes Securities include the Notes Initial Securities and any Exchange Notes Securities and Private Exchange Securities issued in exchange for the Initial Notes or Additional Notes Securities pursuant to the Indenture. The Initial NotesSecurities, the Additional Notes Exchange Securities and the Private Exchange Notes Securities are treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, ; the payment of dividends on, and redemption of, Capital Stock of the purchase or redemption of Equity Interests in Mediacom LLC and its Restricted Subsidiaries, the sale or transfer of assets, investments of Mediacom LLC Company and its Restricted Subsidiaries and the redemption of certain Subordinated Obligations of the Company and its Restricted Subsidiaries; Investments; sales of assets and Restricted Subsidiary Capital Stock; certain transactions with AffiliatesAffiliates of the Company; the sale or issuance of Capital Stock of the Restricted Subsidiaries; the creation of Liens; the lines of business in which the Company and its Restricted Subsidiaries may operate; Sale/Leaseback Transactions and consolidations, mergers and transfers of all or substantially all of the Company's assets. In addition, the Indenture limits the ability of Mediacom LLC and its Restricted Subsidiaries to restrict prohibits certain restrictions on distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal and interest, if any, 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 Subsidiary Guarantors have guaranteed the Company's obligations under the Indenture on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Argo Tech Corp)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 24, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among between the Issuers Company and the Trustee. 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 “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 200,000,000 aggregate principal amount (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2.9 of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Company and the Restricted Subsidiaries, including, subject to certain exceptions, limitations on the Incurrence of Indebtedness by the Issuers, and the Issuers’ Restricted SubsidiariesIndebtedness, the payment of dividends on, and redemption of, the purchase or Capital Stock of the Company and certain of its Subsidiaries, the redemption of Equity Interests in Mediacom LLC certain Subordinated Obligations of the Company and certain of its Restricted Subsidiaries, the sale or transfer by the Company and certain of assetsits Subsidiaries of assets and certain Subsidiary stock, investments of Mediacom LLC and its Restricted Subsidiaries and transactions with Affiliates, Sale/Leaseback Transactions by the Company and certain of its Subsidiaries and consolidations and mergers and transfer of all or substantially all the Company's and certain of its Subsidiaries' assets. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted such Subsidiaries.
Appears in 1 contract
Samples: Indenture (Anacomp Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7March 15, 2012 2004 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Indenture”"INDENTURE"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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 “TIA”"ACT"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 200.0 million aggregate principal amount (subject to compliance with Section 2.9 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note Security is one of the Original Securities (also referred to as Initial Notes Securities) referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence incurrence of Indebtedness Debt by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of Equity Interests in Mediacom LLC and capital stock of the Company, certain purchases or redemptions of Subordinated Debt, the incurrence of Liens by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and capital stock of Restricted Subsidiaries, the issuance or sale of capital stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, mergers and consolidation, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary 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 (Callon Petroleum Co)
Indenture. The Issuers Company issued the Notes Securities under an the First Supplemental Indenture dated as of February 7December 15, 2012 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Supplemental Indenture”), among the Issuers Company, the Subsidiary Guarantors and the TrusteeTrustee to the Senior Indenture dated as of December 15, 2003 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “Original Indenture” and, as amended and supplemented by the Supplemental Indenture, the “Indenture”). For the sake of clarity, each reference to the Indenture shall mean the Original Indenture as amended by the Supplemental Indenture, and future amendments and supplements, the provisions of which relate to the Securities and not future issuances of debt securities under the Original Indenture other than these Securities. 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. §§ 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIAAct”). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers Company initially limited to $250,000,000, and, subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class aggregate principal amount of securities under the Indenture$200,000,000. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments Investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee (i) the full and punctual payment of the principal of, and premium, if any, and interest on the Securities when due, whether at Stated Maturity, by acceleration, by redemption, by required repurchase or otherwise, and all other monetary obligations of the Company under the Indenture and the Securities and (ii) the full and punctual performance within applicable grace periods of all other obligations of the Company under the Indenture and the Securities, each Subsidiary Guarantor has unconditionally and irrevocably guaranteed such obligations pursuant to the terms of the Indenture. The Subsidiary Guarantees shall be unsecured senior subordinated obligations of each Subsidiary Guarantor, ranking pari passu with all other existing and future senior subordinated indebtedness of such Subsidiary Guarantor.
Appears in 1 contract
Samples: First Supplemental Indenture (Hanover Compressor Co /)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7August 18, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 175 million aggregate principal amount (subject to compliance with Section 310 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under 27 27 the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Colortyme Inc)
Indenture. The Issuers Company issued the Notes under an Indenture dated as of February 7August 18, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, 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 “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes are subject to all such terms, and Holders of the Notes Noteholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes are general unsecured senior subordinated obligations of the Issuers initially Company limited to $250,000,000, and, 175 million aggregate principal amount (subject to compliance with Section 310 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts). This Note is one of the Initial Exchange Notes referred to in the Indenture. The Notes include the Initial Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the IndentureIndenture and the Registration Rights Agreement. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities 40 40 under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends on, and the purchase or redemption of, Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, certain purchases or redemptions of Subordinated Indebtedness, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, investments of Mediacom LLC the Company and its Restricted Subsidiaries and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Colortyme Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7October 29, 2012 1997 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company the Subsidiary Guarantors named therein and the Trustee. 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. §§ Section 77aaa-77bbbb) as in effect on the date of the Indenture (the “"TIA”"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA for a statement of those terms. Any conflict between this Security and the Indenture will be governed by the Indenture. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 110,000,000 aggregate principal amount (subject to compliance with the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one 2.7 of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes and the Exchange Notes are treated as a single class of securities under the Indenture). The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the existence of liens, the payment of dividends on, and redemption of, the purchase or redemption Capital Stock of Equity Interests in Mediacom LLC the Company and its Restricted Subsidiaries, restricted payments, the sale or transfer of assetsassets and Subsidiary stock, the issuance or sale of Capital Stock of Restricted Subsidiaries, sale and leaseback transactions, the investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, consolidations, mergers and transfers of all or substantially all the assets of the Company, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries.
Appears in 1 contract
Samples: Indenture (Bekins Co /New/)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7August 15, 2012 (as it may be amended or supplemented from time to time in accordance with 2001 among the terms thereofCompany, the “Indenture”), among the Issuers Subsidiary Guarantors and the Trustee. 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 1939, as amended (15 U.S.C. §§ Sections 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein Terms defined in the Indenture and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are unsecured general unsecured, senior subordinated obligations of the Issuers initially limited to $250,000,000, andCompany. The Company may, subject to compliance with Article 4 of the covenants contained in this Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited principal amounts. This Note is one of the Initial Notes referred to in the Indenture. The Notes include the Notes and any Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to additional Securities under the Indenture. The Initial NotesSecurities issued on the Issue Date, the any Additional Notes Securities and the all Exchange Notes are Securities or Private Exchange Securities issued in exchange therefor will be treated as a single class of securities for all purposes under the Indenture. The Indenture imposes certain limitations on the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ Restricted certain of its Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and certain of its Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and its Restricted of certain Capital Stock of such Subsidiaries, the sale or transfer of assetsassets and Subsidiary stock, investments the creation of Mediacom LLC and its Restricted Subsidiaries Liens and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and certain of its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. The Indenture also restricts the ability of the Company and the Subsidiary Guarantors to consolidate or merge with or into, or to transfer all or substantially all their assets to, another Person. The Indenture also provides that the Subsidiary Guarantors will Guarantee the Securities pursuant to the Subsidiary Guarantees. The Subsidiary Guarantees will secure the due and punctual payment of the principal of and interest, if any, 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. The Subsidiary Guarantees will unconditionally guarantee the Guaranteed Obligations on a senior subordinated basis pursuant to the terms of the Indenture.
Appears in 1 contract
Samples: Indenture (Denbury Resources Inc)
Indenture. The Issuers Company issued the Notes Securities under an Indenture dated as of February 7May 19, 2012 1998 (as it may be amended or supplemented from time to time in accordance with the terms thereof, the “"Indenture”"), among the Issuers Company, the Subsidiary Guarantors and the Trustee. 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. §§ (S)(S) 77aaa-77bbbb) as in effect on the date of the Indenture (the “TIA”"Act"). Capitalized terms used herein and not defined herein have the meanings ascribed thereto in the Indenture. The Notes Securities are subject to all such terms, and Holders of the Notes Securityholders are referred to the Indenture and the TIA Act for a statement of those terms. The Notes Securities are general unsecured senior obligations of the Issuers initially Company limited to $250,000,000, and, 300.0 million aggregate principal amount (subject to compliance with Section 2.6, Section 2.9, Section 2.11, Section 5.8 and Section 9.5 of the covenants contained Indenture), of which $200.0 million in this aggregate principal amount will be initially issued on the Issue Date. Subject to the conditions set forth in the Indenture, including Section 1008 as a new Incurrence of Indebtedness by the Issuers, the Issuers Company may issue Additional Notes having substantially identical terms and conditions as the Initial Notes in unlimited up to an additional $100.0 million aggregate principal amountsamount of Subsequent Series Notes. This Note Security is one of the Initial Notes Original Securities referred to in the Indenture. The Notes include the Notes and any Initial Securities, Private Exchange Notes issued in exchange for the Initial Notes or Additional Notes pursuant to the Indenture. The Initial Notes, the Additional Notes Securities and the Exchange Notes are Securities will be treated as a single class of securities under the Indenture. The Indenture imposes certain limitations on on, among other things: the Incurrence of Indebtedness by the Issuers, Company and the Issuers’ its Restricted Subsidiaries, the payment of dividends onand other distributions on the Capital Stock of the Company and its Restricted Subsidiaries, and the purchase or redemption of Equity Interests in Mediacom LLC Capital Stock of the Company and Capital Stock of such Restricted Subsidiaries, certain purchases or redemptions of Subordinated Obligations, the Incurrence of Liens by the Company or its Restricted Subsidiaries, the entering into Sale/Leaseback Transactions by the Company or its Restricted Subsidiaries, the sale or transfer of assetsassets and Capital Stock of Restricted Subsidiaries, the issuance or sale of Capital Stock of Restricted Subsidiaries, the business activities and investments of Mediacom LLC the Company and its Restricted Subsidiaries Subsidiaries, and transactions with Affiliates. In addition, the Indenture limits the ability of Mediacom LLC the Company and its Restricted Subsidiaries to restrict distributions and dividends from Restricted Subsidiaries. To guarantee the due and punctual payment of the principal, premium, if any, and 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 Subsidiary Guarantors have unconditionally guaranteed (and future Subsidiary 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 (Sather Trucking Corp)