Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following: (1) the title of the series; (2) the aggregate principal amount of the series; (3) the interest rate or rates, if any, or method of calculating the interest rate or rates; (4) the date from which interest will accrue; (5) the record dates for interest payable on Registered Securities; (6) the dates when principal and interest are payable; (7) the manner of paying principal and interest; (8) the places where principal and interest are payable; (9) the Registrar, Transfer Agent, Paying Agent and Conversion Agent; (10) the terms of any mandatory or optional redemption by the Company including any sinking fund; (11) the terms of any redemption at the option of Holders; (12) the denominations in which Securities are issuable; (13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities; (14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged; (15) whether any Securities will be represented by a Security in global form; (16) the terms of any global Security; (17) the terms of any tax indemnity; (18) the currencies (including any composite currency) in which principal or interest may be paid; (19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments; (20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts; (21) provisions for electronic issuance of Securities or for Securities in uncertificated form; (22) the portion of principal payable upon acceleration of a Discounted Debt Security; (23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply; (24) whether and upon what terms Securities may be defeased; (25) the forms of the Securities or any coupon; (26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations; (27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9; (28) the ranking of the Securities; and (29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 3 contracts
Samples: Indenture (Plexus Corp), Indenture (Plexus Corp), Indenture (Apw LTD)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company Company, including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(1716) the terms of any tax indemnity;
(1817) the currencies (including any composite currency) in which principal or interest may be paid;
(19) paid and if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2018) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2119) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2220) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2321) whether Section 4.07 applies, and any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2422) whether and upon what terms Securities may be defeased;
(2523) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(2624) any terms that may be required by or advisable under U.S. or other applicable laws or regulationslaws;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(2825) the ranking of the Securities, including the relative degree, if any, to which the Securities of such series shall be subordinated to one or more other series of Securities in right of payment, whether outstanding or not;
(26) any provisions relating to extending or shortening the date on which the principal and premium, if any, of the Securities of such series is payable;
(27) any provisions relating to the deferral of payment of any interest; and
(2928) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Wisconsin Gas Co), Indenture (Wisconsin Gas Co)
Issuable in Series. The aggregate principal amount of Securities Notes that may be issued under this Indenture is unlimited. The Securities Notes may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securitiesregistered Notes;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities Notes are issuable;
(13) whether Securities Notes will be issuable as Registered Securities, Bearer Securities registered Notes or uncertificated SecuritiesNotes;
(14) whether and upon what terms Registered Securities, Bearer Securities registered Notes and uncertificated Securities may be exchanged;
(15) whether any Securities Notes will be represented by a Security Note in global form;
(16) the terms of any global SecurityNote;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities Notes are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities Notes or for Securities Notes in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(2423) whether and upon what terms Securities Notes may be defeased;
(2524) the forms form of the Securities or any couponNotes, which may be in the form of Exhibit A;
(2625) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(2726) whether and upon what terms the Securities Notes will be convertible into or exchangeable for Common Capital Stock of the Company company or other equity or debt securities, which may include the terms provided in Article 910;
(27) the ranking of the Notes, including the relative degree, if any, to which the Notes of such series shall be subordinated to one or more other series of Notes in right of payment, whether outstanding or not;
(28) any provisions relating to extending or shortening the ranking date on which the principal and premium, if any, of the SecuritiesNotes of such series is payable;
(29) any provisions relating to the deferral of payment of any interest; and
(2930) any other terms not inconsistent with this Indenture. All Securities Notes of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities Notes of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Permar Systems, Inc.), Indenture (Multiplex Co Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities, including the relative degree, if any, to which the Securities of such series shall be subordinated to one or more other series of Securities in right of payment, whether outstanding or not;
(29) any provisions relating to extending or shortening the date on which the principal and premium, if any, of the Securities of such series is payable;
(30) any provisions relating to the deferral of payment of any interest;
(31) if such Securities are to be issued to an Applied Power Trust, the forms of the related trust agreement and guarantee agreement relating thereto;
(32) the additions or changes, if any, to this Indenture with respect to the Securities of such series as shall be necessary to permit or facilitate the issuance of such Securities to an Applied Power Trust; and
(2933) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Applied Power Capital Trust Ii), Indenture (Applied Power Inc)
Issuable in Series. The aggregate principal amount of Securities that which may be issued authenticated and delivered under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series There shall be created by established in or pursuant to a Board Resolution and, subject to Section 303, set forth, or determined in the manner provided, in an Officers' Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities Resolution that establishes of any series, the following terms of the securities of such series, which may include the following:,
(1) the title of the Securities of the series (which shall distinguish the Securities of the series from Securities of any other series);
(2) any limit upon the aggregate principal amount of the seriesSecurities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Section 304, 305, 306, 906 or 1107 and except for any Securities which, pursuant to Section 303, are deemed never to have been authenticated and delivered hereunder);
(3) the Person to whom any interest rate or rateson a Security of the series shall be payable, if any, other than the Person in whose name that Security (or method one or more Predecessor Securities) is registered at the close of calculating business on the interest rate or ratesRegular Record Date for such interest;
(4) the date from or dates on which interest will accruethe principal of any Securities of the series is payable;
(5) the record rate or rates at which any Securities of the series shall bear interest, if any, the date or dates from which any such interest shall accrue, the Interest Payment Dates on which any such interest shall be payable and the Regular Record Date for any such interest payable on Registered Securitiesany Interest Payment Date;
(6) the dates when place or places where the principal of and any premium and interest are on any Securities of the series shall be payable;
(7) if applicable, the period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series may be redeemed, in whole or in part, at the option of the Company and, if other than by a Board Resolution, the manner of paying principal and interestin which any election by the Company to redeem the Securities shall be evidenced;
(8) the places where principal obligation, if any, of the Company to redeem or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of the Holder thereof and interest are payablethe period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) if other than denominations of $1,000 and any integral multiple thereof, the Registrar, Transfer Agent, Paying Agent and Conversion Agentdenominations in which any Securities of the series shall be issuable;
(10) if the terms amount of principal of or any mandatory premium or optional redemption by interest on any Securities of the Company including any sinking fundseries may be determined with reference to an index or pursuant to a formula, the manner in which such amounts shall be determined;
(11) if other than the terms currency of the United States of America, the currency, currencies or currency units in which the principal of or any redemption at premium or interest on any Securities of the option series shall be payable and the manner of Holdersdetermining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 101;
(12) if the denominations principal of or any premium or interest on any Securities of the series is to be payable, at the election of the Company or the Holder thereof, in one or more currencies or currency units other than that or those in which such Securities are issuablestated to be payable, the currency, currencies or currency units in which the principal of or any premium or interest on such Securities as to which such election is made shall be payable, the periods within which and the terms and conditions upon which such election is to be made and the amount so payable (or the manner in which such amount shall be determined);
(13) whether if other than the entire principal amount thereof, the portion of the principal amount of any Securities will of the series which shall be issuable as Registered Securities, Bearer Securities or uncertificated Securitiespayable upon declaration of acceleration of the Maturity thereof pursuant to Section 502;
(14) whether if the principal amount payable at the Stated Maturity of any Securities of the series will not be determinable as of any one or more dates prior to the Stated Maturity, the amount which shall be deemed to be the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon what terms Registered Securitiesany Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, Bearer Securities and uncertificated Securities may in any such case, the manner in which such amount deemed to be exchangedthe principal amount shall be determined);
(15) if applicable, whether the Securities of the series, in whole or any Securities will specified part, shall be represented defeasible pursuant to Section 1302 or Section 1303 or both such Sections and, if other than by a Security Board Resolution, the manner in global formwhich any election by the Company to defease such Securities shall be evidenced;
(16) if applicable, that any Securities of the terms series shall be issuable in whole or in part in the form of one or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any global Security;
(17) the terms legend or legends which shall be borne by any such Global Security in addition to or in lieu of that set forth in Section 204 and any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants circumstances in addition to or in lieu of those set forth in this Indenture applyClause (2) of the last paragraph of Section 305 in which any such Global Security may be exchanged in whole or in part for Securities registered, and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereof;
(2417) whether any addition to or change in the Events of Default which applies to any Securities of the series and upon what terms any change in the right of the Trustee or the requisite Holders of such Securities may be defeasedto declare the principal amount thereof due and payable pursuant to Section 502;
(2518) any addition to or change in the forms covenants set forth in Article Ten which applies to Securities of the Securities or any couponseries;
(2619) the terms and conditions of any terms that may Guarantee to be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and endorsed upon what terms the Securities will be convertible into in addition to or exchangeable for Common Stock in lieu of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking form of the SecuritiesGuarantee attached hereto as Annex A; and
(2920) any other terms of the series (which terms shall not be inconsistent with the provisions of this Indenture, except as permitted by Section 901(5)). All Securities of any one series need shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the Board Resolution referred to above and (subject to Section 303) set forth, or determined in the manner provided, in the Officers' Certificate referred to above or in any such indenture supplemental hereto. With respect to any particular series of Securities issued and outstanding hereunder, the Company may, from time to time, subject to compliance with any other applicable provisions of this Indenture, without the consent of the Holders, create and issue additional Securities within such series ("Add On Securities") having terms and conditions identical to those of the other outstanding Securities in such series, except that Add On Securities (i) may have a different issue date from other outstanding Securities; (ii) may have a different principal amount than that of other outstanding Securities; (iii) may have terms specified in the relevant Board Resolution or supplemental indenture making appropriate adjustment to Articles Two and Three of this Indenture (and related definitions) applicable to such Add On Securities in order to conform to and ensure compliance with the Securities Act (or other applicable securities laws) and any registration rights or similar agreement applicable to such Add On Securities, which are not adverse in any material respect to the Holders of any other outstanding Securities; and (iv) may be entitled to additional or special interest as provided in Section 309 not applicable to other outstanding Securities and may not be issued at entitled to such additional or special interest applicable to other outstanding Securities. If any of the same time and, unless otherwise providedterms of the series are established by action taken pursuant to a Board Resolution, a series may be reopened for issuances copy of additional Securities an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officers' Certificate setting forth the terms of the series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Berkshire Hathaway Inc), Indenture (Berkshire Hathaway Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) ; the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Multimedia Games Inc), Indenture (Microtune Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Registrar and Paying Agent and Conversion Agent;
(10) the terms of any mandatory or optional redemption by the Company or any third party including any sinking fund;
(11) the terms of any redemption at the option of Holders or put by the Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyhave been added;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon;
(26) any terms that , which may be required by in the form of Exhibit A or advisable under U.S. or other applicable laws or regulationsB;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities, including the relative degree, if any, to which the Securities of such series shall be subordinated to one or more other series of Securities in right of payment, whether outstanding or not;
(29) any provisions relating to extending or shortening the date on which the principal and premium, if any, of the Securities of such series is payable;
(30) any provisions relating to the deferral of payment of any interest;
(31) if such Securities are to be issued to a WEC Trust, the forms of the related trust agreement and guarantee agreement relating thereto;
(32) the additions or changes, if any, to this Indenture with respect to the Securities of such series as shall be necessary to permit or facilitate the issuance of such Securities to a WEC Trust; and
(2933) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 2 contracts
Samples: Indenture (Wisconsin Energy Corp), Indenture (Wec Capital Trust Ii)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company or any third party including any sinking fund;
(11) the terms of any redemption at the option of Holders or put by the Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyhave been added;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulationslaws;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(2928) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. All Securities of any one series and all coupons, if any, appertaining to Bearer Securities of such series shall be substantially identical except as to currency of payments due thereunder, the denomination in which the Securities are issuable, the rate or rates of interest, or method of determining the rate of interest, if any, the maturity, the date from which interest, if any, shall accrue and ex- cept as may otherwise be provided by the Company in or pursuant to a Bond Resolution or in any supplemental indenture pertaining to such series of Securities. Each series shall be created by a Securities Bond Resolution or a supplemental indenture that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount (or any limit on the aggregate principal amount) of the seriesseries and, if any Securities of a series are to be issued at a discount from their face amount, the method of computing the accretion of such discount;
(3) the interest rate or rates, if any, or method of calculating the interest rate or ratesrate;
(4) the date or dates from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory (including any sinking fund requirements) or optional redemption by the Company including any sinking fundCompany;
(11) the terms of any redemption repayment at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(24) whether and upon what terms Securities may be defeased, if different from the provisions set forth in this Indenture;
(25) the forms of the Securities or any coupon, which, unless the Bond Resolution or supplemental indenture otherwise provides, shall be in the form of Exhibit A or B or otherwise;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulationslaws;
(27) the percentage of the principal amount of the Securities which is payable if the maturity of the Securities is accelerated in the case of Securities issued at a discount from their face amount;
(28) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the SecuritiesCompany; and
(29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such seriesseries or to establish additional terms of such series of Securities. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Vail Resorts Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution or a supplemental indenture that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fundCompany;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(1412) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(1513) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2014) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2115) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2216) the amount or portion of principal payable upon acceleration of a Discounted Debt Security;
(2317) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2418) whether and upon what terms Securities may be defeased;
(2519) the forms form of the Securities or any couponSecurities, which may be in the form of Exhibit A;
(2620) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitieslaws; and
(2921) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise providedprovided in the Securities Resolution or supplemental indenture for such series, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Golden State Water CO)
Issuable in Series. The aggregate principal amount of Securities that which may be issued authenticated and delivered under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series There shall be created by established in or pursuant to a Board Resolution and, subject to Section 303, set forth, or determined in the manner provided, in an Officer's Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities Resolution that establishes the terms of the any series, which may include the following:,
(1) the title of the Securities of the series (which shall distinguish the Securities of the series from Securities of any other series);
(2) any limit upon the aggregate principal amount of the seriesSecurities of the series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Section 304, 305, 306, 906 or 1107 and except for any Securities which, pursuant to Section 303, are deemed never to have been authenticated and delivered hereunder);
(3) the Person to whom any interest rate or rateson a Security of the series shall be payable, if any, other than the Person in whose name that Security (or method one or more Predecessor Securities) is registered at the close of calculating business on the interest rate or ratesRegular Record Date for such interest;
(4) the date from or dates on which interest will accruethe principal of any Securities of the series is payable;
(5) the record rate or rates at which any Securities of the series shall bear interest, if any, the date or dates from which any such interest shall accrue, the Interest Payment Dates on which any such interest shall be payable, the manner of determination of such Interest Payment Dates and the Regular Record Date for any such interest payable on Registered Securitiesany Interest Payment Date;
(6) the dates when principal right, if any, to extend the interest payment periods and interest are payablethe duration of such extension;
(7) the manner place or places where the principal of paying principal and interestany premium and interest on any Securities of the series shall be payable;
(8) the places where principal period or periods within which, the price or prices at which and interest are payablethe terms and conditions upon which any Securities of the series may be redeemed, in whole or in part, at the option of the Company and, if other than by a Board Resolution, the manner in which any election by the Company to redeem the Securities shall be evidenced;
(9) the Registrarobligation, Transfer Agentif any, Paying Agent of the Company to redeem or purchase any Securities of the series pursuant to any sinking fund or analogous provisions or at the option of the Holder thereof and Conversion Agentthe period or periods within which, the price or prices at which and the terms and conditions upon which any Securities of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(10) the terms denominations in which any Securities of any mandatory or optional redemption by the Company including any sinking fundseries shall be issuable;
(11) if the terms amount of principal of or any redemption at premium or interest on any Securities of the option of Holdersseries may be determined with reference to an index or pursuant to a formula, the manner in which such amounts shall be determined;
(12) if other than the denominations currency of the United States of America, the currency, currencies or currency units in which the principal of or any premium or interest on any Securities are issuableof the series shall be payable and the manner of determining the equivalent thereof in the currency of the United States of America for any purpose, including for purposes of the definition of "Outstanding" in Section 101;
(13) whether if the principal of or any premium or interest on any Securities will of the series is to be issuable payable, at the election of the Company or the Holder thereof, in one or more currencies or currency units other than that or those in which such Securities are stated to be payable, the currency, currencies or currency units in which the principal of or any premium or interest on such Securities as Registered Securitiesto which such election is made shall be payable, Bearer Securities the periods within which and the terms and conditions upon which such election is to be made and the amount so payable (or uncertificated Securitiesthe manner in which such amount shall be determined);
(14) whether and if other than the entire principal amount thereof, the portion of the principal amount of any Securities of the series which shall be payable upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchangeddeclaration of acceleration of the Maturity thereof pursuant to Section 502;
(15) whether if the principal amount payable at the Stated Maturity of any Securities of the series will not be represented by a Security determinable as of any one or more dates prior to the Stated Maturity, the amount which shall be deemed to be the principal amount of such Securities as of any such date for any purpose thereunder or hereunder, including the principal amount thereof which shall be due and payable upon any Maturity other than the Stated Maturity or which shall be deemed to be Outstanding as of any date prior to the Stated Maturity (or, in global formany such case, the manner in which such amount deemed to be the principal amount shall be determined);
(16) if applicable, that the terms Securities of the series, in whole or any global Securityspecified part, shall be defeasible pursuant to Section 1302 or Section 1303 or both such Sections;
(17) if applicable, that any Securities of the terms series shall be issuable in whole or in part in the form of one or more Global Securities and, in such case, the respective Depositaries for such Global Securities, the form of any tax indemnity;
(18) the currencies (including legend or legends which shall be borne by any composite currency) such Global Security in which principal addition to or interest may be paid;
(19) if payments in lieu of principal or interest may be made that set forth in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether Section 204 and any Events of Default or covenants circumstances in addition to or in lieu of those set forth in this Indenture applyclause (2) of the last paragraph of Section 305 in which any such Global Security may be exchanged in whole or in part for Securities registered, and any transfer of such Global Security in whole or in part may be registered, in the name or names of Persons other than the Depositary for such Global Security or a nominee thereof;
(2418) whether any addition to or change in the Events of Default which applies to any Securities of the series and upon what terms any change in the right of the Trustee or the requisite Holders of such Securities may be defeasedto declare the principal amount thereof due and payable pursuant to Section 502;
(2519) any addition to or change in the forms covenants set forth in Article Ten which applies to Securities of the Securities or any couponseries;
(2620) the applicability of, or any terms that may be required by addition to or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms change in, Article Fourteen with respect to the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitiesa series; and
(2921) any other terms of the series (which terms shall not be inconsistent with the provisions of this Indenture). All Securities of any one series need not shall be issued at substantially identical except as to date and principal amount and except as may otherwise be provided in or pursuant to the same time andBoard Resolution referred to above and (subject to Section 303) set forth, unless otherwise or determined in the manner provided, in the Officer's Certificate referred to above or in any such indenture supplemental hereto. If any of the terms of the series are established by action taken pursuant to a series may be reopened for issuances Board Resolution, a copy of additional Securities an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the Trustee at or prior to the delivery of the Officer's Certificate setting forth the terms of the series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Psi Energy Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes or pursuant to the authority granted in one or more Board Resolutions and shall be established by and the terms thereof shall be as set forth in an Officer's Certificate or in one or more indentures supplemental hereto. The terms of the series, which such series may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fundCompany;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(1716) the terms of any tax indemnity;
(1817) the currencies (including any composite currency) in which principal or interest may be paid;
(19) paid and if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2018) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2119) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2220) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2321) whether Section 4.07 applies, and any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2422) whether and upon what terms Securities may be defeased;
(2523) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(2624) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitieslaws; and
(2925) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2119) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2220) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2321) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(2422) whether and upon what terms Securities may be defeased;
(2523) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(2624) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(2725) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(2826) the ranking of the Securities, including the relative degree, if any, to which the Securities of such series shall be subordinated to one or more other series of Securities in right of payment, whether outstanding or not;
(27) any provisions relating to extending or shortening the date on which the principal and premium, if any, of the Securities of such series is payable;
(28) any provisions relating to the deferral of payment of any interest;
(29) if such Securities are to be issued to an EAST WEST TRUST, the forms of the related trust agreement and guarantee agreement relating ther eto;
(30) the additions or changes, if any, to this Indenture with respect to the Securities of such series as shall be necessary to permit or facilitate the issuance of such Securities to an EAST WEST TRUST; and
(2931) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The Unless otherwise stated herein or in the applicable Securities Resolutions, the creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that which may be issued authenticated and delivered under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series There shall be created by established in or pursuant to a Board Resolution and, subject to Section 303, set forth, or determined in the manner provided, in an Officers' Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities Resolution that establishes the terms of the any series, which may include the following:
(1) the title of the Securities of the series (which shall distinguish the Securities of the series from Securities of any other series);
(2) any limit upon the aggregate principal amount of the seriesSecurities which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Section 304, 305, 306, 906 or 1107 and except for any Securities which, pursuant to Section 303, are deemed never to have been authenticated and delivered hereunder);
(3) the Person to whom any interest rate or rateson a Security of the series shall be payable, if any, other than the Person in whose name that Security (or method one or more Predecessor Securities) is registered at the close of calculating business on the interest rate or ratesRegular Record Date for such interest;
(4) the date from or dates on which interest will accruethe principal of the Securities of the series is payable;
(5) the record rate or rates at which the Securities of the series shall bear interest, if any, the date or dates from which such interest shall accrue, the Interest Payment Dates on which any such interest shall be payable and the Regular Record Date for any interest payable on Registered Securitiesany Interest Payment Date;
(6) the dates when place or places where the principal of and any premium and interest are on Securities of the series shall be payable;
(7) the manner period or periods within which, the price or prices at which and the terms and conditions upon which Securities of paying principal and interestthe series may be redeemed, in whole or in part, at the option of the Company;
(8) the places where principal obligation, if any, of the Company to redeem or purchase Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof and interest are payablethe period or periods within which, the price or prices at which and the terms and conditions upon which Securities of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) if other than denominations of $1,000 and any integral multiple thereof, the Registrar, Transfer Agent, Paying Agent and Conversion Agentdenominations in which Securities of the series shall be issuable;
(10) the terms currency, currencies or currency units in which payment of the principal of and any mandatory or optional redemption by premium and interest on any Securities of the Company including any sinking fundseries shall be payable if other than the currency of the United States of America and the manner of determining the equivalent thereof in the currency of the United States of America for purposes of the definition of "Outstanding" in Section 101;
(11) if the terms amount of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal of or any premium or interest may be made in a currency other than that in which on any Securities are denominated, of the manner for determining such payments;
(20) if amounts of principal or interest series may be determined by reference to an index, formula index or other methodformula, the manner for determining in which such amountsamounts shall be determined;
(2112) provisions for electronic issuance if the principal of or any premium or interest on any Securities of the series is to be payable, at the election of the Company or for a Holder thereof, in one or more currencies or currency units other than that or those in which the Securities are stated to be payable, the currency, currencies or currency units in uncertificated formwhich payment of the principal of and any premium and interest on Securities of such series as to which such election is made shall be payable, and the periods within which and the terms and conditions upon which such election is to be made;
(2213) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of a Discounted Debt Securitythe Maturity thereof pursuant to Section 502;
(2314) the application, if any, of either or both of Section 1402 and Section 1403 to the Securities of the series;
(15) whether any Events the Securities of Default or covenants the series shall be issuable in addition to whole or in lieu part in the form of one or more Global Securities and, in such case, the Depositary or Depositaries for such Global Security or Global Securities and any circumstances other than those set forth in this Indenture applySection 305 in which any such Global Security may be transferred to, and registered and exchanged for Securities registered in the name of, a Person other than the Depositary for such Global Security or a nominee thereof and in which any such transfer may be registered;
(2416) whether and upon what terms if other than as specified in Section 501, the events of default applicable with respect to the Securities may be defeasedof the series;
(2517) if other than as specified in Section 502, the forms events of default the occurrence of which would permit the declaration of the Securities or any couponacceleration of maturity pursuant to Section 502;
(2618) any terms other covenant or warranty included for the benefit of Securities of the series in addition to (and not inconsistent with) those included in this Indenture for the benefit of Securities of all series, or any other covenant or warranty included for the benefit of Securities of the series in lieu of any covenant or warranty included in this Indenture for the benefit of Securities of all series, or any provision that may any covenant or warranty included in this Indenture for the benefit of Securities of all series shall not be required by for the benefit of Securities of such series, or advisable under U.S. any combination of such covenants, warranties or other applicable laws or regulationsprovisions;
(2719) whether and upon what terms if other than as specified in Article Thirteen, the subordination provisions applicable with respect to the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitiesseries; and
(2920) any other term of the series (which terms shall not be inconsistent with the provisions of this Indenture, except as permitted by Section 901(5)). All Securities of any one series need not shall be issued at substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the same time andBoard Resolution referred to above and (subject to Section 303) set forth, unless otherwise or determined in the manner provided, in the Officers' Certificate referred to above or in any such indenture supplemental hereto. If any of the terms of a series may are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be reopened for issuances certified by the Secretary or an Assistant Secretary of additional Securities the Company and delivered to the Trustee at or prior to the delivery of the Officers' Certificate setting forth the terms of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Raytheon Co/)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Registrar and Paying Agent and Conversion Agent;
(10) the terms of any mandatory or optional redemption by the Company or any third party including any sinking fund;
(11) the terms of any redemption at the option of Holders or put by the Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that which may be issued authenticated and delivered under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series There shall be created by established in or pursuant to a Board Resolution and, subject to Section 303, set forth, or determined in the manner provided, in an Officers' Certificate, or established in one or more indentures supplemental hereto, prior to the issuance of Securities Resolution that establishes the terms of the any series, which may include the following:
(1) the title of the Securities of the series (which shall distinguish the Securities of the series from Securities of any other series);
(2) any limit upon the aggregate principal amount of the seriesSecurities which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration of transfer of, or in exchange for, or in lieu of, other Securities of the series pursuant to Section 304, 305, 306, 906 or 1107 and except for any Securities which, pursuant to Section 303, are deemed never to have been authenticated and delivered hereunder);
(3) the Person to whom any interest rate or rateson a Security of the series shall be payable, if any, other than the Person in whose name that Security (or method one or more Predecessor Securities) is registered at the close of calculating business on the interest rate or ratesRegular Record Date for such interest;
(4) the date from or dates on which interest will accruethe principal of the Securities of the series is payable;
(5) the record rate or rates at which the Securities of the series shall bear interest, if any, the date or dates from which such interest shall accrue, the Interest Payment Dates on which any such interest shall be payable and the Regular Record Date for any interest payable on Registered Securitiesany Interest Payment Date;
(6) the dates when place or places where the principal of and any premium and interest are on Securities of the series shall be payable;
(7) the manner period or periods within which, the price or prices at which and the terms and conditions upon which Securities of paying principal and interestthe series may be redeemed, in whole or in part, at the option of the Company;
(8) the places where principal obligation, if any, of the Company to redeem or purchase Securities of the series pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof and interest are payablethe period or periods within which, the price or prices at which and the terms and conditions upon which Securities of the series shall be redeemed or purchased, in whole or in part, pursuant to such obligation;
(9) if other than denominations of $1,000 and any integral multiple thereof, the Registrar, Transfer Agent, Paying Agent and Conversion Agentdenominations in which Securities of the series shall be issuable;
(10) the terms currency, currencies or currency units in which payment of the principal of and any mandatory or optional redemption by premium and interest on any Securities of the Company including any sinking fundseries shall be payable if other than the currency of the United States of America and the manner of determining the equivalent thereof in the currency of the United States of America for purposes of the definition of "Outstanding" in Section 101;
(11) if the terms amount of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal of or any premium or interest may be made in a currency other than that in which on any Securities are denominated, of the manner for determining such payments;
(20) if amounts of principal or interest series may be determined by reference to an index, formula index or other methodformula, the manner for determining in which such amountsamounts shall be determined;
(2112) provisions for electronic issuance if the principal of or any premium or interest on any Securities of the series is to be payable, at the election of the Company or for a Holder thereof, in one or more currencies or currency units other than that or those in which the Securities are stated to be payable, the currency, currencies or currency units in uncertificated formwhich payment of the principal of and any premium and interest on Securities of such series as to which such election is made shall be payable, and the periods within which and the terms and conditions upon which such election is to be made;
(2213) if other than the principal amount thereof, the portion of the principal amount of Securities of the series which shall be payable upon declaration of acceleration of a Discounted Debt Securitythe Maturity thereof pursuant to Section 502;
(2314) the application, if any, of either or both of Section 1402 and Section 1403 to the Securities of the series;
(15) whether any Events the Securities of Default or covenants the series shall be issuable in addition to whole or in lieu part in the form of one or more Global Securities and, in such case, the Depositary or Depositaries for such Global Security or Global Securities and any circumstances other than those set forth in this Indenture applySection 305 in which any such Global Security may be transferred to, and registered and exchanged for Securities registered in the name of, a Person other than the Depositary for such Global Security or a nominee thereof and in which any such transfer may be registered;
(2416) whether and upon what terms if other than as specified in Section 501, the events of default applicable with respect to the Securities may be defeasedof the series;
(2517) if other than as specified in Section 502, the forms events of default the occurrence of which would permit the declaration of the Securities or any couponacceleration of maturity pursuant to Section 502;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(2918) any other terms covenant or warranty included for the benefit of Securities of the series in addition to (and not inconsistent with with) those included in this Indenture. All Indenture for the benefit of Securities of one all series, or any other covenant or warranty included for the benefit of Securities of the series need in lieu of any covenant or warranty included in this Indenture for the benefit of Securities of all series, or any provision that any covenant or warranty included in this Indenture for the benefit of Securities of all series shall not be issued at for the same time and, unless otherwise provided, a series may be reopened for issuances benefit of additional Securities of such series, or any combination of such covenants, warranties or provisions;
(19) if other than as specified in Article Thirteen, the subordination provisions applicable with respect to the Securities of the series; and All Securities of any one series shall be substantially identical except as to denomination and except as may otherwise be provided in or pursuant to the Board Resolution referred to above and (subject to Section 303) set forth, or determined in the manner provided, in the Officers' Certificate referred to above or in any such indenture supplemental hereto. The creation and issuance If any of the terms of a series are established by action taken pursuant to a Board Resolution, a copy of an appropriate record of such action shall be certified by the Secretary or an Assistant Secretary of the Company and delivered to the authentication and Trustee at or prior to the delivery thereof are not subject to any conditions precedentof the Officers' Certificate setting forth the terms of such series.
Appears in 1 contract
Samples: Indenture (Wellman Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fundCompany;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(1716) the terms of any tax indemnity;
(1817) the currencies (including any composite currency) in which principal or interest may be paid;
(19) paid and if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2018) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2119) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2220) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2321) whether Section 4.07 applies, and any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2422) whether and upon what terms Securities may be defeased;
(2523) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(2925) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. All Securities of any one series and all coupons, if any, appertaining to Bearer Securities of such series shall be substantially identical except as to currency of payments due thereunder, the denomination in which the Securities are issuable, the rate or rates of interest, or method of determining the rate of interest, if any, the maturity, the date from which interest, if any, shall accrue and except as may otherwise be provided by the Company in or pursuant to a Bond Resolution or in any supplemental indenture pertaining to such series of Securities. Each series shall be created by a Securities Bond Resolution or a supplemental indenture that establishes the terms of the series, which may include the following:
(1) the title of the seriesSeries;
(2) the aggregate principal amount (or any limit on the aggregate principal amount) of the seriesSeries and, if any Securities of a Series are to be issued at a discount from their face amount, the method of computing the accretion of such discount;
(3) the interest rate or rates, if any, or method of calculating the interest rate or ratesrate;
(4) the date or dates from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory (including any sinking fund requirements) or optional redemption by the Company including any sinking fundCompany;
(11) any subordination provisions in addition to or in lieu of those set forth in this Indenture;
(12) the terms of any redemption repayment at the option of Holders;
(1213) the denominations in which Securities are issuable;
(1314) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(1415) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(1516) whether any Securities will be represented by a Security in global form;
(1617) the terms of any global Security;
(1718) the terms of any tax indemnity;
(1819) the currencies (including any composite currency) in which principal or interest may be paid;
(1920) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2021) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2122) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2223) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2324) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2425) whether and upon what terms Securities may be defeased, if different from the provisions set forth in this Indenture;
(2526) the forms of the Securities or any coupon, which, unless the Bond Resolution or supplemental indenture otherwise provides, shall be in the form of Exhibit A or B or otherwise;
(2627) any terms that may be required by or advisable under U.S. or other applicable laws or regulationslaws;
(2728) the percentage of the principal amount of the Securities which is payable if the maturity of the Securities is accelerated in the case of Securities issued at a discount from their face amount;
(29) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the SecuritiesCompany; and
(2930) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such seriesseries or to establish additional terms of such series of Securities. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (General Cable Corp /De/)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
; (17) the terms of any tax indemnity;
; (18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
; (20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
; (21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
; (22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
; (24) whether and upon what terms Securities may be defeased;
; (25) the forms of the Securities or any coupon;
, which may be in the form of Exhibit A or B; (26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
; (27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
; (28) the ranking of the Securities; and
and (29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Applied Power Inc)
Issuable in Series. The aggregate principal amount of Securities that which may be issued authenticated and delivered under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series With respect to any Securities to be authenticated and delivered hereunder, there shall be created by established in or pursuant to a Securities Board Resolution that establishes the terms of the seriesCompany, which may include an Officers' Certificate of the following:Company or established in one or more indentures supplemental hereto,
(1a) the title of such Securities and the seriesseries in which such Securities shall be included;
(2b) any limit upon the aggregate principal amount of the seriesSecurities of such title or the Securities of such series which may be authenticated and delivered under this Indenture (except for Securities authenticated and delivered upon registration or transfer of, or in exchange for, or in lieu of, other Securities of such series pursuant to Section 304, 305, 306, 905 or 1107, upon repayment on part of any Registered Security of such series pursuant to Article Thirteen or pursuant to the terms of such Securities);
(3c) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which such Securities are issuable;
(13) whether Securities will to be issuable as Registered Securities, as Bearer Securities or uncertificated alternatively as Bearer Securities and Registered Securities, and whether the Bearer Securities are to be issuable with Coupons, without Coupons or both, and any restrictions applicable to the offer, sale or delivery of the Bearer Securities and the terms, if any, upon which Bearer Securities may be exchanged for Registered Securities and vice versa;
(14d) whether and upon what terms Registered Securities, Bearer if any of such Securities and uncertificated Securities may are to be exchanged;
(15) whether any Securities will be represented by a Security issuable in global form;
, when any of such Securities are to be issuable in global form and (16i) whether such Securities are to be issued in temporary or permanent global form or both, (ii) whether beneficial owners of interests in any such global Security may exchange such interests for Securities of the same series and of like tenor and of any authorized form and denomination, and the circumstances under which any such exchanges may occur, if other than in the manner specified in Section 305, and (iii) the terms name of the Depository or the U.S. Depository, as the case may be, with respect to any global Security;
(17e) if any of such Securities are to be issuable as Bearer Securities or in global form, the terms date as of which any tax indemnitysuch Bearer Security or global Security shall be dated (if other than the date of original issuance of the first of such Securities to be issued);
(18f) if any of such Securities are to be issuable as Bearer Securities, whether interest in respect of any portion of a temporary Bearer Security in global form payable in respect of an Interest Payment Date therefor prior to the currencies exchange, if any, of such temporary Bearer Security for definitive Securities shall be paid to any clearing organization with respect to the portion of such temporary Bearer Security held for its account and, in such event, the terms and conditions (including any composite currencycertification requirements) upon which any such interest payment received by a clearing organization will be credited to the Persons entitled to interest payable on such Interest Payment Date;
(g) the date or dates, or the method or methods, if any, by which such date or dates shall be determined, on which the principal of such Securities is payable;
(h) the rate or rates at which such Securities shall bear interest, if any, or the method or methods, if any, by which such rate or rates are to be determined, the date or dates, if any, from which such interest shall accrue or the method or methods, if any, by which such date or dates are to be determined, the Interest Payment Dates, if any, on which such interest shall be payable and the Regular Record Date, if any, for the interest payable on Registered Securities on any Interest Payment Date, whether and under what circumstances Additional Amounts on such Securities or any of them shall be payable, the notice, if any, to Holders regarding the determination of interest on a floating rate Security and the manner of giving such notice, and the basis upon which interest shall be calculated if other than that of a 360-day year of twelve 30-day months;
(i) if in addition to or other than the Borough of Manhattan, The City of New York, the place or places where the principal of, any premium and interest on or any Additional Amounts with respect to such Securities shall be payable, any of such Securities that are Registered Securities may be surrendered for registration of transfer or exchange and notices or demands to or upon the Company or the Guarantor in respect of such Securities and this Indenture may be served, the extent to which, or the manner in which, any interest payment or Additional Amounts on a global Security on an Interest Payment Date, will be paid and the manner in which any principal of or interest may premium, if any, on any global Security will be paid;
(19j) whether any of such Securities are to be redeemable at the option of the Company and, if so, the date or dates on which, the period or periods within which, the price or prices at which and the other terms and conditions upon which such Securities may be redeemed, in whole or in part, at the option of the Company;
(k) the denominations in which any of such Securities that are Registered Securities shall be issuable if other than denominations of $1,000 and any integral multiple thereof, and the denominations in which any of such Securities that are Bearer Securities shall be issuable if other than the denomination of $5,000;
(l) if payments other than the principal amount thereof, the portion of the principal amount of any of such Securities that shall be payable upon declaration of acceleration of the Maturity thereof pursuant to Section 502 or the method by which such portion is to be determined;
(m) if other than Dollars, the Foreign Currency in which payment of the principal of, any premium or interest may on or any Additional Amounts with respect to any of such Securities shall be made payable;
(n) if the principal of, any premium or interest on or any Additional Amounts with respect to any of such Securities are to be payable, at the election of the Company or a Holder thereof or otherwise, in Dollars or in a currency Foreign Currency other than that in which such Securities are denominatedstated to be payable, the date or dates on which, the period or periods within which, and the other terms and conditions upon which, such election may be made, and the time and manner of determining the exchange rate between the Currency in which such Securities are stated to be payable and the Currency in which such Securities or any of them are to be paid pursuant to such election, and any deletions from or modifications of or additions to the terms of this Indenture to provide for determining such paymentsor to facilitate the issuance of Securities denominated or payable, at the election of the Company or a Holder thereof or otherwise, in a Foreign Currency;
(20o) if amounts whether the amount of payments of principal of, any premium or interest on or any Additional Amounts with respect to such Securities may be determined by with reference to an index, formula or other methodmethod or methods (which index, formula or method or methods may be based, without limitation, on one or more Currencies, commodities, equity indices or other indices), and, if so, the terms and conditions upon which and the manner for determining in which such amountsamounts shall be determined and paid or payable;
(21p) provisions for electronic issuance any deletions from, modifications of Securities or for Securities in uncertificated form;
(22) additions to the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity the Guarantor with respect to any of such Securities, whether or debt securities, which may include not such Events of Default or covenants are consistent with the terms provided in Article 9Events of Default or covenants set forth herein;
(28q) if either or both of Section 402(2) relating to defeasance or Section 402(3) relating to covenant defeasance shall not be applicable to the ranking Securities of such series, or any covenants in addition to those specified in Section 402(3) relating to the Securities of such series shall be subject to covenant defeasance, and any deletions from, or modifications or additions to, the provisions of Article Four in respect of the Securities of such series;
(r) if any of such Securities are to be issuable upon the exercise of warrants, and the time, manner and place for such Securities to be authenticated and delivered;
(s) if any of such Securities are to be issuable in global form and are to be issuable in definitive form (whether upon original issue or upon exchange of a temporary Security) only upon receipt of certain certificates or other documents or satisfaction of other conditions, then the form and terms of such certificates, documents or conditions;
(t) if there is more than one Trustee, the identity of the Trustee and, if not the Trustee, the identity of each Security Registrar, Paying Agent or Authenticating Agent with respect to such Securities;
(u) if a Change in Control occurs, the Change in Control Purchase Price; and
(29v) any other terms not inconsistent of such Securities and any deletions from or modifications or additions to this Indenture in respect of such Securities. All Securities (and Guarantees endorsed thereon) of any one series and all Coupons, if any, appertaining to Bearer Securities of such series shall be substantially identical except as to Currency of payments due thereunder, denomination and the rate of interest, or method of determining the rate of interest, if any, Maturity, and the date from which interest, if any, shall accrue and except as may otherwise be provided by the Company in or pursuant to the Board Resolution and set forth in the Officers' Certificate or in any indenture or indentures supplemental hereto pertaining to such series of Securities. The terms of the Securities of any series may provide, without limitation, that the Securities shall be authenticated and delivered by the Trustee on original issue from time to time upon telephonic or written order of persons designated in the Officers' Certificate or supplemental indenture (telephonic instructions to be promptly confirmed in writing by such person) and that such persons are authorized to determine, consistent with this Indenturesuch Officers' Certificate or any applicable supplemental indenture, such terms and conditions of the Securities of such series as are specified in such Officers' Certificate or supplemental indenture. All Securities of any one series need not be issued at the same time and, unless otherwise providedso provided by the Company, a series may be reopened for issuances of additional Securities of such seriesseries or to establish additional terms of such series of Securities. The creation and issuance If any of the terms of the Securities of any series shall be established by action taken by or pursuant to a series Board Resolution, the Board Resolutions of the Company and the authentication and Guarantor shall be delivered to the Trustee at or prior to the delivery thereof are not subject to any conditions precedentof the Officers' Certificate setting forth the terms of such series.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution or a supplemental indenture that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fundor by the Holder;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(1412) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(1513) the terms on which Securities may be converted;
(14) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2015) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2116) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2217) the amount or portion of principal payable upon acceleration of a Discounted Debt Security;
(2318) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2419) whether and upon what terms Securities may be defeased;
(2520) the forms form of the Securities or any couponSecurities;
(2621) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitieslaws; and
(2922) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise providedprovided in the Securities Resolution or supplemental indenture for such series, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (American States Water Co)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or ratesrate, if any, or method of calculating the interest rate or ratesrate;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fundCompany;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) form and the terms of any global Security;
(1716) the terms of any tax indemnity;
(1817) the currencies (including any composite currency) in which principal or interest may be paid;
(19) paid and if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2018) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2119) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2220) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2321) whether Section 4.07 applies, and any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2422) whether and upon what terms Securities may be defeased;
(2523) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(2624) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securitieslaws; and
(2925) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
(15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon, which may be in the form of Exhibit A or B;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities, including the relative degree, if any, to which the Securities of such series shall be subordinated to one or more other series of Securities in right of payment, whether outstanding or not;
(29) any provisions relating to extending or shortening the date on which the principal and premium, if any, of the Securities of such series is payable;
(30) any provisions relating to the deferral of payment of any interest;
(31) if such Securities are to be issued to an Atlas Trust, the forms of the related trust agreement and guarantee agreement relating thereto;
(32) the additions or changes, if any, to this Indenture with respect to the Securities of such series as shall be necessary to permit or facilitate the issuance of such Securities to an Atlas Trust; and
(2933) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Atlas Air Capital Iii)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. Each series shall be created by a Securities Resolution that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount of the series;
(3) the interest rate or rates, if any, or method of calculating the interest rate or rates;
(4) the date from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory or optional redemption by the Company including any sinking fund;
(11) the terms of any redemption at the option of Holders;
(12) the denominations in which Securities are issuable;
(13) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Securities;
(14) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Securities may be exchanged;
; (15) whether any Securities will be represented by a Security in global form;
(16) the terms of any global Security;
(17) the terms of any tax indemnity;
(18) the currencies (including any composite currency) in which principal or interest may be paid;
(19) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(20) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(21) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(22) the portion of principal payable upon acceleration of a Discounted Debt Security;
(23) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture apply;
(24) whether and upon what terms Securities may be defeased;
(25) the forms of the Securities or any coupon;
(26) any terms that may be required by or advisable under U.S. or other applicable laws or regulations;
(27) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the Securities; and
(29) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such series. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Coastal Bancorp Inc)
Issuable in Series. The aggregate principal amount of Securities that may be issued under this Indenture is unlimited. The Securities may be issued from time to time in one or more series. All Securities of any one series and all coupons, if any, appertaining to Bearer Securities of such series shall be substantially identical except as to currency of payments due thereunder, the denomination in which the Securities are issuable, the rate or rates of interest, or method of determining the rate of interest, if any, the maturity, the date from which interest, if any, shall accrue and except as may otherwise be provided by the Company in or pursuant to a Bond Resolution or in any supplemental indenture pertaining to such series of Securities. Each series shall be created by a Securities Bond Resolution or a supplemental indenture that establishes the terms of the series, which may include the following:
(1) the title of the series;
(2) the aggregate principal amount (or any limit on the aggregate principal amount) of the seriesseries and, if any Securities of a series are to be issued at a discount from their face amount, the method of computing the accretion of such discount;
(3) the interest rate or rates, if any, or method of calculating the interest rate or ratesrate;
(4) the date or dates from which interest will accrue;
(5) the record dates for interest payable on Registered Securities;
(6) the dates when principal and interest are payable;
(7) the manner of paying principal and interest;
(8) the places where principal and interest are payable;
(9) the Registrar, Transfer Agent, Paying Agent and Conversion Paying Agent;
(10) the terms of any mandatory (including any sinking fund requirements) or optional redemption by the Company including any sinking fundCompany;
(11) any subordination provisions in addition to or in lieu of those set forth in this Indenture;
(12) the terms of any redemption repayment at the option of Holders;
(1213) the denominations in which Securities are issuable;
(1314) whether Securities will be issuable as Registered Securities, Bearer Securities or uncertificated Bearer Securities;
(1415) whether and upon what terms Registered Securities, Bearer Securities and uncertificated Bearer Securities may be exchanged;
(1516) whether any Securities will be represented by a Security in global form;
(1617) the terms of any global Security;
(1718) the terms of any tax indemnity;
(1819) the currencies (including any composite currency) in which principal or interest may be paid;
(1920) if payments of principal or interest may be made in a currency other than that in which Securities are denominated, the manner for determining such payments;
(2021) if amounts of principal or interest may be determined by reference to an index, formula or other method, the manner for determining such amounts;
(2122) provisions for electronic issuance of Securities or for Securities in uncertificated form;
(2223) the portion of principal payable upon acceleration of a Discounted Debt Security;
(2324) whether any Events of Default or covenants in addition to or in lieu of those set forth in this Indenture applyIndenture;
(2425) whether and upon what terms Securities may be defeased, if different from the provisions set forth in this Indenture;
(2526) the forms of the Securities or any coupon, which, unless the Bond Resolution or supplemental indenture otherwise provides, shall be in the form of Exhibit A or B or otherwise;
(2627) any terms that may be required by or advisable under U.S. or other applicable laws or regulationslaws;
(2728) the percentage of the principal amount of the Securities which is payable if the maturity of the Securities is accelerated in the case of Securities issued at a discount from their face amount;
(29) whether and upon what terms the Securities will be convertible into or exchangeable for Common Stock of the Company or other equity or debt securities, which may include the terms provided in Article 9;
(28) the ranking of the SecuritiesCompany; and
(2930) any other terms not inconsistent with this Indenture. All Securities of one series need not be issued at the same time and, unless otherwise provided, a series may be reopened for issuances of additional Securities of such seriesseries or to establish additional terms of such series of Securities. The creation and issuance of a series and the authentication and delivery thereof are not subject to any conditions precedent.
Appears in 1 contract
Samples: Indenture (Vail Resorts Inc)