Common use of Legal Defeasance and Discharge Clause in Contracts

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 10 contracts

Samples: Indenture (Gray Television Licensee, LLC), Indenture (WVLT-TV, Inc.), Indenture (Toreador Resources Corp)

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Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) Notes on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”)) and each Subsidiary Guarantor shall be released from all of its obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Notes, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a), (b) and (2d) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees the Notes and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, or interest and interest on, if any, Additional Amounts on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section Sections 4.01 and 4.02 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s obligations and any Guarantors’ obligations the Subsidiary Guarantor’s in connection therewith; and therewith and (4d) this Article 8. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 9 contracts

Samples: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc), Indenture (Videotron Ltee)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, on, and interest oninterest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.03, 2.04, 2.06, 2.07, 2.10, and 2.11 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 8 contracts

Samples: Indenture (Permian Resources Corp), Indenture (Permian Resources Corp), Indenture (HighPeak Energy, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations Obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Subsidiary Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Additional Amounts, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations Obligations with respect to such Securities of such Series the Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, the Paying Agent and Transfer Agent and the Registrar, and the Company’s and any the Subsidiary Guarantors’ obligations Obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 8 contracts

Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Resorts & Entertainment LTD), Indenture (Melco Resorts & Entertainment LTD)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this the Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Supplemental Indenture and, to the extent applicable, the Base Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, and or interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and under the Base Indenture, and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 7 contracts

Samples: Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.)

Legal Defeasance and Discharge. Upon the CompanyIssuer’s exercise under Section 8.01 hereof 5.02 of the option applicable to this Section 8.025.03, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Issuer shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including the particular series and any Guarantees) coupons appertaining thereto on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will Issuer shall be deemed to have paid and discharged all the entire indebtedness represented by obligations relating to the outstanding Outstanding Securities of such Series (that series, including any Guarantees)coupons appertaining thereto, which will and the Securities of that series, including any coupons appertaining thereto, shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 5.06 and the other Sections of this Indenture referred to below in clauses (1) and (2) belowthis Section 5.03, and to have satisfied all their of its other obligations under such Securities of such Series, and any Guarantees coupons appertaining thereto and this Indenture and cured all then existing Events of Default (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the Issuer’s or any Guarantor’s obligations, as the case may be, with respect to Securities of such series under Sections 3.05, 3.06, 11.02 and 11.03, (ii) rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal ofof (and premium, premium onif any) and interest, if any, and interest on, if any, such on the Securities of such Series when such payments are series as they shall become due from the trust referred time to in Section 8.04 hereof; (2) the Company’s time and other rights, duties and obligations of Holders as beneficiaries hereof with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; the amounts so deposited with the Trustee, (3iii) the rights, powers, trusts, duties obligations and immunities of the Trustee hereunder and (for which purposes the Company’s and any Guarantors’ obligations in connection therewith; and Securities of such series shall be deemed outstanding), (4iv) this Article 8Five and the obligations set forth in Section 5.06 hereof and (v) the obligations of the Issuer and each Guarantor under Section 7.07 hereof. Subject to compliance with this Article 8Five, the Company Issuer may exercise its option under this Section 8.02 5.03 notwithstanding the prior exercise of its option under Section 8.03 hereof5.04 with respect to the Securities of a particular series and any coupons appertaining thereto.

Appears in 6 contracts

Samples: Indenture (Willis Netherlands Holdings B.V.), Indenture (Willis Netherlands Holdings B.V.), Indenture (Willis Netherlands Holdings B.V.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guaranteesthe related guarantees, if any) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guaranteesthe related guarantees, if any), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of Securities, such Seriesguarantees, any Guarantees if any, and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section Sections 4.01 and 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 6 contracts

Samples: Indenture (SMART Global Holdings, Inc.), Indenture (Equinix Inc), Indenture (Equinix Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.0213.2, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any the Securities Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Debt represented by the outstanding Securities of such Series (including any the Securities Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 13.5 hereof and the other Sections sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities, the Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 13.4 hereof; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Section 3.4, Section 3.5, Section 3.6, Section 10.2 and Section 4.02 10.3 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8Thirteen. Subject to compliance with this Article 8Thirteen, the Company may exercise its option under this Section 8.02 13.2 notwithstanding the prior exercise of its option under Section 8.03 13.3 hereof.

Appears in 6 contracts

Samples: Indenture (TODCO Mexico Inc.), Indenture (TODCO Mexico Inc.), Indenture (El Paso Pipeline Partners Operating Company, L.L.C.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.0213.2, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Debt represented by the outstanding Securities of such Series (including any Guarantees)Securities, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 13.5 hereof and the other Sections sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 13.4 hereof; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Section 3.4, Section 3.5, Section 3.6, Section 10.2 and Section 4.02 10.3 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8Thirteen. Subject to compliance with this Article 8Thirteen, the Company may exercise its option under this Section 8.02 13.2 notwithstanding the prior exercise of its option under Section 8.03 13.3 hereof.

Appears in 6 contracts

Samples: Indenture (Alto Ingredients, Inc.), Indenture (Pacific Ethanol, Inc.), Indenture (Globalstar, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) Notes on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”)) and each Subsidiary Guarantor shall be released from all of its obligations under its Subsidiary Guarantee. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Notes, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a), (b) and (2d) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees the Notes and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, interest and interest on, if any, Additional Amounts on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section Sections 4.01 and 4.02 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s obligations and any Guarantors’ obligations the Subsidiary Guarantor’s in connection therewith; and therewith and (4d) this Article 8. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 5 contracts

Samples: Indenture (Videotron Ltee), Indenture (Quebecor Media Inc), Indenture (Quebecor Media Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable provided under Section 12.01 hereof to defease the outstanding Securities of a particular series under this Section 8.0212.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all such outstanding Securities of such Series (including any Guarantees) and related Guarantees on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 12.05 hereof and the other Sections of this Indenture referred to in clauses (1i) and (2ii) belowof this Section 12.02, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, Company shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding Securities of such Series series to receive solely from the trust fund described in Section 12.04 hereof, and as more fully set forth in such Section, payments in respect of the principal ofof (and premium, premium onif any) and interest, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2ii) the Company’s obligations of the Company or any Guarantor with respect to such Securities of such Series under Article 2 Sections 3.06, 3.07, 3.08(a), 3.09, 3.11, and Section 4.02 12.05 hereof; , (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee’s rights under Section 6.07 hereof, and the Company’s and obligations of the Company or any Guarantors’ obligations Guarantor in connection therewith; and (4) therewith and with this Article 812. Subject to compliance with this Article 812, the Company may exercise its option under this Section 8.02 12.02 notwithstanding the prior exercise of its option under Section 8.03 hereof12.03 hereof with respect to the Securities of such series.

Appears in 5 contracts

Samples: Indenture (Axsome Therapeutics, Inc.), Indenture (Axsome Therapeutics, Inc.), Indenture (Valeritas Holdings Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.028.03 with respect to a series of Securities, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the all conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including the applicable series and any Guarantees)Guarantees thereof, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 8.06 and the other Sections of this Indenture referred to in clauses (1a) and (2b) belowof this Section 8.03, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive such satisfaction and discharge until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series series to receive solely from the trust fund described in Section 8.06, and as more fully set forth in such Section, payments in respect of the principal of, and any premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 2.06, 2.09, 2.10, 2.12 and Section 4.02 hereof; 4.04, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith (4including, but not limited to, Section 7.07) and (d) this Article 8Eight. Subject to compliance with this Article 8Eight, the Company may exercise its option under this Section 8.02 8.03 notwithstanding the prior exercise of its option under Section 8.03 hereof8.04 with respect to the Securities of a series.

Appears in 5 contracts

Samples: Indenture (Zion Oil & Gas Inc), Indenture (Zion Oil & Gas Inc), Indenture (Zion Oil & Gas Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 relating to one or more series of Securities, the Company and each of any Guarantors willshall, subject to upon the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)the applicable series, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their of its other obligations under such the Securities of such Series, any Guarantees the applicable series and under the provisions of this Indenture applicable to such series (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series the applicable series to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest oninterest, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 5 contracts

Samples: Indenture (Annuity & Life Re Holdings LTD), Senior Subordinated Indenture (Pennsylvania Real Estate Investment Trust), Indenture (Annuity & Life Re Holdings LTD)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.028.2 with respect to Securities of any series, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be deemed to have been discharged from their obligations its Obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor, if applicable, shall be released and relieved from all of its Obligations under its Security Guarantee with respect to such series. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of with respect to such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (1a) and through (2e) below, and to have satisfied all their its other obligations under the Securities with respect to such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of with respect to such Series series to receive receive, solely from the trust fund described in Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest onand Additional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations Obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 Sections 3.1 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and , (4d) the optional redemption provisions, if any, with respect to such Securities, and (e) this Article 8VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Securities with respect to such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 8.3 hereof.

Appears in 5 contracts

Samples: Indenture (Keurig Dr Pepper Inc.), Indenture (Dr Pepper/Seven Up Beverage Sales Co), Indenture (234DP Aviation, LLC)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities Notes of such Series (including any Guarantees)Series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 5 contracts

Samples: Indenture (Nerdwallet, Inc.), Indenture (Nerdwallet, Inc.), Indenture (Cineverse Corp.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 7.01 hereof of the option applicable to this Section 8.027.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 7.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) Outstanding Notes and to have each Guarantor’s obligations discharged with respect to its Subsidiary Guarantee on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Outstanding Notes, which will thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 8.05 7.05 hereof and the other Sections of this Supplemental Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall will execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Outstanding Notes to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to fund described in Section 8.04 7.04 hereof; , (2b) the Company’s and the Guarantors’ obligations with respect to such Securities the Notes and the Subsidiary Guarantees under Sections 304, 305, 306, 1002 and 1003 of such Series under Article 2 and Section 4.02 hereof; the Base Indenture, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder under this Indenture, and the Company’s and any Guarantors’ obligations in connection therewith; and therewith and (4d) this Article 87. Subject to compliance with this Article 87, the Company may exercise its option under this Section 8.02 7.02 notwithstanding the prior exercise of its option under Section 8.03 7.03 hereof.

Appears in 4 contracts

Samples: Twelfth Supplemental Indenture (TreeHouse Foods, Inc.), Ninth Supplemental Indenture (TreeHouse Foods, Inc.), Fourth Supplemental Indenture (TreeHouse Foods, Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.028.2, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Securities, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof 8.5 and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 8.4, and as more fully set forth in such section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series under Article 2 Sections 2.4, 2.6, 2.7, 2.10 and Section 4.02 hereof; 4.2, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Guarantors’ obligations ' obligation in connection therewith; and therewith and (4d) this Article 8VIII. Upon Legal Defeasance as provided herein, the Guaranty of each Guarantor shall be fully released and discharged and the Trustee shall promptly execute and deliver to the Company any documents reasonably requested by the Company to evidence or effect the foregoing. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 hereof8.3 with respect to the Securities.

Appears in 4 contracts

Samples: Indenture (Talk Radio Network Inc), Indenture (Multiverse Acquisition Corp), Indenture (Jacor Communications Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 8.03 hereof of the option applicable to this Section 8.028.04, the Company and each of any Guarantors Guarantor will, subject to the satisfaction of the conditions set forth in Section 8.04 8.06 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors each Guarantor will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) belowof this Section 8.4, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 8.06 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereofdue; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee and Agents hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 8.04 notwithstanding the prior exercise of its option under Section 8.03 8.05 hereof.

Appears in 4 contracts

Samples: Indenture (Americredit Financial Services Inc), Indenture (Americredit Financial Services Inc), Indenture (Americredit Financial Services Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunderunder this Indenture: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest onor interest, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties rights and immunities of the Trustee hereunder under this Indenture and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 4 contracts

Samples: Supplemental Indenture (APi Group Corp), Indenture (APi Group Corp), Indenture (Element Solutions Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, on, and interest oninterest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.03, 2.04, 2.06, 2.07, 2.10, 2.11 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 4 contracts

Samples: Indenture (Civitas Resources, Inc.), Indenture (Civitas Resources, Inc.), Indenture (Civitas Resources, Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willGuarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will Guarantor shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including Notes and any Guarantees)Subsidiary Guarantee then outstanding, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes and Subsidiary Guarantees, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments prepared by the Company acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of Notes then outstanding Securities of such Series to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, interest and interest onLiquidated Damages, if any, on such Securities of such Series Notes when such payments are due from due, or on the trust referred to in Section 8.04 hereof; Redemption Date, as the case may be, (2b) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.10, 4.02 and Section 4.02 4.03 hereof; , (3c) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to the Notes.

Appears in 4 contracts

Samples: Indenture (Vail Resorts Inc), Indenture (GHTV Inc), Indenture (Village at Breckenridge Acquisition Corp Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities Notes of such a Series (including any the Subsidiary Guarantees) on the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities Notes of such Series (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this the Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities Notes of such Series, any the Subsidiary Guarantees and this Supplemental Indenture and, to the extent applicable, the Base Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities Notes of such Series to receive payments in respect of the principal of, premium onpremium, if any, and or interest on, if any, on such Securities Notes of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities Notes of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and under the Base Indenture, and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 4 contracts

Samples: Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.)

Legal Defeasance and Discharge. Upon the Company’s Issuers' exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.028.2, except as set forth below, the Company Issuers and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Guarantees) Notes on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purposeFollowing such Legal Defeasance, Legal Defeasance means that (a) the Company and any Guarantors will Issuers shall be deemed to have paid and discharged the entire indebtedness represented by outstanding hereunder, and this Indenture shall cease to be of further effect as to all outstanding Notes and Subsidiary Guarantees, and (b) the outstanding Securities of such Series (including any Guarantees), which will thereafter Issuers and the Subsidiary Guarantors shall be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all other of their other respective obligations under such Securities of such Seriesthe Notes, any Guarantees the Subsidiary Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1i) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on(and Liquidated Damages, if any, ) on such Securities of such Series Notes when such payments are due from the trust referred to described in Section 8.04 hereof8.5; (2ii) the Company’s Issuers' obligations with respect to such Securities of such Series under Article 2 Sections 2.4, 2.6, 2.7, 2.10, 4.2, 8.5, 8.6 and Section 4.02 8.7 hereof;; and (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s Issuers' and any the Subsidiary Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with the provisions of this Article 8, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 8.3 hereof.

Appears in 3 contracts

Samples: Indenture (Majestic Investor Capital Corp), Indenture (Majestic Star Casino LLC), Indenture (Majestic Investor Capital Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.028.2 with respect to the Debt Securities of any series, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations under this Indenture with respect to all outstanding Debt Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged all the entire indebtedness represented by obligations relating to the outstanding Debt Securities of such Series (including any Guarantees)series, which will and such Debt Securities of such series shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 8.6 and the other Sections of this Indenture referred to in clauses (1) and (2) belowSection 8.8, and to have satisfied all their of its other obligations under such Debt Securities of such Series, any Guarantees series and this Indenture and to have cured all then existing Events of Default with respect to such Debt Securities of such series (and the Trustee, on demand of and at the written direction and expense of the Company, Company shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Debt Securities of such Series series to receive payments in respect of the principal of, premium on, if any, and accrued interest on, if any, on such Debt Securities of such Series series when such payments are due from or on the Redemption Date solely out of the trust referred created pursuant to in Section 8.04 hereof; this Indenture; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; (3b) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, and the Company’s and any Guarantors’ obligations in connection therewith; and and (4c) this Article 8. Subject to compliance with this Article 8, VIII and the Company may exercise its option under this obligations set forth in Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 8.6 hereof.

Appears in 3 contracts

Samples: Indenture (Stanley Works), Indenture (Black & Decker Corp), Debt Securities Indenture (Black & Decker Corp)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this the Indenture referred to in clauses (1) and through (24) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this the Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onand premium, if any, interest, if any, and interest onAdditional Amounts, if any, on, such Securities of such Series Notes when such payments are due solely from the trust referred to in Section 8.04 hereof; (2) the Company’s 's and the Guarantors' obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.04, 2.05, 2.07, 2.08, 2.11 and Section 4.02 4.02, hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and (4) this Article 8Section 8.02. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Era Group Inc.), Indenture (Era Group Inc.), Indenture (Seacor Holdings Inc /New/)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities Notes of such Series (including any Guarantees)Series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Great Elm Group, Inc.), Indenture (Bally's Corp), Convertible Notes Exchange Agreement (TimkenSteel Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Guarantees), which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and through (2d) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, Additional Interest, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Parker Drilling Co /De/), Indenture (Parker Drilling Co /De/), Indenture (Parker Drilling Co /De/)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, and on, or interest onor Special Interest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Callon Petroleum Co), Indenture (RSP Permian, Inc.), Indenture (Callon Petroleum Co)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.028.2, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the and this Indenture shall cease to be of further effect as to all outstanding Securities of such Series (including any and Guarantees), which will thereafter except as to be deemed to be "outstanding" only for the purposes of Section 8.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and the Company and the Guarantors shall be deemed to have satisfied all other of their other respective obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on(and Liquidated Damages, if any, ) on such Securities of such Series when such payments are due from the trust referred to described in Section 8.04 hereof; 8.5, (2b) the Company’s 's obligations with respect to such Securities of such Series under Article 2 Sections 2.4, 2.6, 2.7, 2.10, 4.2, 8.5, 8.6 and Section 4.02 hereof; 8.7 hereof and (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 hereof8.3 hereof with respect to the Securities.

Appears in 3 contracts

Samples: Indenture (Compass Aerospace LTD), Indenture (Doskocil Manufacturing Co Inc), Indenture (Wichita Manufacturing Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such a Series (including any Guarantees) on the date the conditions set forth below are satisfied with respect to the Securities of such Series (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Series, which will thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such the Securities of such Series, any Guarantees Series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such the Securities of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 with respect to Securities of a Series notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to Securities of such Series.

Appears in 3 contracts

Samples: Indenture (Corrections Corp of America), Indenture (CCA Western Properties, Inc.), Indenture (Corrections Corp of America)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities Notes and all obligations of such Series (including any Guarantees) the Guarantors discharged with respect to their Note Guarantees on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest onany Additional Amounts that may be due and payable, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 II and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Maxcom Telecommunications Inc), Indenture (Maxcom Telecommunications Inc), Indenture (Maxcom Telecommunications Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, and interest on, or interest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 3 contracts

Samples: Indenture (Callon Petroleum Co), Indenture (Callon Petroleum Co), Indenture (Callon Petroleum Co)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 with respect to a Series of Securities, the Company and each the Guarantors (if any) of any Guarantors willsuch Series of Securities shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series and all Guarantees (including any Guaranteesif any) of such Series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness debt represented by the outstanding Securities of such Series (including any Guarantees)Series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such the Securities of such Series, any Guarantees Series and this Indenture with respect to such Series of Securities, including obligations of the Guarantors, if any (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunderhereunder with respect to such Series of Securities: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2a) the Company’s obligations with respect to such the Securities of such Series under Article 2 Sections 2.06, 2.07, 2.08, 2.09 and Section 4.02 hereof2.10; (3b) the rights, powers, trusts, duties and immunities of the Trustee of such Series of Securities hereunder and the Company’s and any Guarantors’ obligations in connection therewiththerewith under Article Two and Article Seven (including, but not limited to, the rights of the Trustee and the duties of the Company under Section 7.07, which shall survive despite the satisfaction in full of all obligations hereunder); and (4c) Sections 8.01, 8.02, 8.05, 8.06 and 8.07. If the Company exercises its option under this Article 8Section 8.02 with respect to one or more Series of Securities, payment of such Series of Securities may not be accelerated. Subject to compliance with this Article 8Eight, the Company may exercise its option under this Section 8.02 with respect to any Series of Securities notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to any Series of Securities.

Appears in 3 contracts

Samples: Indenture (PLBY Group, Inc.), Indenture (O Reilly Automotive Inc), Indenture (O Reilly Automotive Inc)

Legal Defeasance and Discharge. Upon Subject to Section 3.01(15), upon the Company’s exercise under Section 8.01 hereof of the its option applicable (if any) to have this Section 8.02applied to any series of Securities, the Company and each of any Guarantors will, subject to the satisfaction Guarantor in respect of the conditions set forth in Section 8.04 hereof, Securities of such series shall be deemed to have been discharged from their its obligations with respect to all outstanding such Securities of such Series (including any Guarantees) and the corresponding Guarantees as provided in this Section on and after the date the conditions set forth below in Section 13.04 are satisfied (hereinafter, hereinafter called “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will each such Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding such Securities of such Series (including any Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, corresponding Guarantees and to have satisfied all of their other obligations under such Securities of such Series, any and the corresponding Guarantees and this Indenture insofar as such Securities and the corresponding Guarantees are concerned (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1) the rights of Holders of outstanding such Securities of to receive, solely from the trust fund described in Section 13.04 and as more fully set forth in such Series to receive Section, payments in respect of the principal of, of and any premium on, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 3.04, 3.05, 3.06, 10.02 and Section 4.02 hereof; 10.03, (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8Article. Subject to compliance with this Article 8Article, the Company may exercise its option under (if any) to have this Section 8.02 applied to any series of Securities notwithstanding the prior exercise of its option under (if any) to have Section 8.03 hereof13.03 applied to such Securities.

Appears in 3 contracts

Samples: Indenture (CNH Industrial Capital LLC), Indenture (New Holland Credit Company, LLC), Indenture (CNH Industrial Capital LLC)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) ), this Indenture and the Security Documents on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any Guarantees and the Note Guarantees, this Indenture and the Security Documents (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest onor interest, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof. In addition, upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default with respect to the Notes specified in Section 6.01 hereof.

Appears in 3 contracts

Samples: Indenture (Urban One, Inc.), Indenture (Urban One, Inc.), Indenture (Radio One, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.0213.2, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any the Securities Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Debt represented by the outstanding Securities of such Series (including any the Securities Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 13.5 hereof and the other Sections sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities, the Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 13.4 hereof; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Section 3.4, Section 3.5, Section 3.6, Section 10.2 and Section 4.02 10.3 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8Thirteen. Subject to compliance with this Article 8Thirteen, the Company may exercise its option under this Section 8.02 13.2 notwithstanding the prior exercise of its option under Section 8.03 13.3 hereof.

Appears in 3 contracts

Samples: Indenture (Constellation Energy Partners LLC), Indenture (DEP Operating Partnership, L.P.), Indenture (Constellation Energy Partners LLC)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.028.2 with respect to Securities of any series, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be deemed to have been discharged from their obligations its Obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”)) and each Guarantor shall be released and relieved from all of its Obligations under its Security Guarantee with respect to such series. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of with respect to such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (1a) and through (2e) below, and to have satisfied all their its other obligations under the Securities with respect to such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of with respect to such Series series to receive receive, solely from the trust fund described in Sections 8.4 and 8.5 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest onand Additional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations Obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 Sections 3.1 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and , (4d) the optional redemption provisions, if any, with respect to such Securities, and (e) this Article 8VIII. If the Company exercises under Section 8.1 hereof the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4 hereof, payment of the Securities with respect to such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 8.3 hereof.

Appears in 3 contracts

Samples: Indenture (Mariner Gulf of Mexico LLC), Indenture (Mariner Gulf of Mexico LLC), Indenture (Mariner Energy Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.028.2, the Company and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Securities, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof 8.5 and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 8.4, and as more fully set forth in such section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series under Article 2 Sections 2.4, 2.6, 2.7, 2.10 and Section 4.02 hereof; 4.2, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Subsidiary Guarantors' obligations in connection therewith; and therewith and (4d) this Article 8VIII. Upon Legal Defeasance as provided herein, the Guaranty of each Subsidiary Guarantor and the pledge of the Pledged Collateral shall be fully released and discharged and the Trustee shall promptly execute and deliver to the Company any documents reasonably requested by the Company to evidence or effect the foregoing. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 hereof8.3 with respect to the Securities.

Appears in 3 contracts

Samples: Indenture (HMH Properties Inc), Indenture (HMH Properties Inc), Indenture (HMH Properties Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such any Series (including any the corresponding Security Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any the corresponding Security Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities with respect to that Series of such SeriesSecurities, any the corresponding Security Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall will execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive (i) payments in respect of the principal of, premium onor interest, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereofhereof and (ii) the benefit of any mandatory sinking fund payments applicable to the Securities of such Series on the day on which such payments are due and payable in accordance with the terms of this Indenture and the Securities of such Series; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 2.04, 2.07 and Section 4.02 hereof2.08; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 with respect to any Series of Securities notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to such Series.

Appears in 3 contracts

Samples: Indenture (Metropcs Communications Inc), Indenture (MetroPCS Finance, Inc.), Indenture (MetroPCS Finance, Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities Notes of any particular series and all obligations of the Guarantors with respect to their Guarantees and such Series Notes (including any Guaranteesto the extent they are Co-Issuers) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Guarantees)) and cured all existing Events of Default, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities Notes of such Series any particular series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust Funds in Trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such Securities any series of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Harland Clarke Holdings Corp), Indenture (Harland Clarke Holdings Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willGuarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will Guarantor shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including Notes and any Guarantees)Subsidiary Guarantee then outstanding, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes and Subsidiary Guarantees, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments prepared by the Company acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of Notes then outstanding Securities of such Series to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from due, or on the trust referred to in Section 8.04 hereof; Redemption Date, as the case may be, (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.10, 4.02 and Section 4.02 4.03 hereof; , (3c) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof8 .03 hereof with respect to the Notes.

Appears in 2 contracts

Samples: Indenture (Playa Hotels & Resorts N.V.), Indenture (Playa Hotels & Resorts B.V.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) and this Indenture on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest onor Additional Interest, if any, on, such Securities of such Series Notes when such payments are due (but not the Change of Control Payment or the payment pursuant to an Asset Sale Offer) from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Global Geophysical Services Inc), Indenture (Global Geophysical Services Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (H&e Finance Corp), Indenture (H&e Finance Corp)

Legal Defeasance and Discharge. Upon Unless this Section 14.3 is otherwise indicated to be inapplicable to the Debt Securities of a particular series by a Board Resolution, a supplemental indenture or an Officer’s Certificate, upon the Company’s exercise under Section 8.01 14.2 hereof of the option applicable to this Section 8.0214.3, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 14.5 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Debt Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Debt Securities of such Series (including any Guarantees)series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 14.6 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their of its other obligations under such Debt Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Debt Securities of such Series series to receive payments in respect of the principal of, premium onof or premium, if any, and or interest on, if any, on such Debt Securities of such Series when such payments are due from the trust referred to in Section 8.04 14.5 hereof; (2) the Company’s obligations with respect to such Debt Securities of such Series under Article 2 III and Section 4.02 7.4 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8XIV. Subject to compliance with this Article 8XIV, the Company may exercise its option under this Section 8.02 14.3 notwithstanding the prior exercise of its option under Section 8.03 14.4 hereof.

Appears in 2 contracts

Samples: Indenture (Nicolet Bankshares Inc), Indenture (Heritage Financial Group Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 8.02 of the option applicable to this Section 8.028.03 with respect to a series of Securities, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Subsidiary Guarantor shall be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the all conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Subsidiary Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including the applicable series and any Guarantees)Guarantees thereof, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 8.06 and the other Sections of this Indenture referred to in clauses (1a) and (2b) belowof this Section 8.03, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive such satisfaction and discharge until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series series to receive solely from the trust fund described in Section 8.06, and as more fully set forth in such Section, payments in respect of the principal of, and any premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 2.06, 2.09, 2.10, 2.12 and Section 4.02 hereof; 4.04, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith (4including, but not limited to, Section 7.07) and (d) this Article 8Eight. Subject to compliance with this Article 8Eight, the Company may exercise its option under this Section 8.02 8.03 notwithstanding the prior exercise of its option under Section 8.03 hereof8.04 with respect to the Securities of a series.

Appears in 2 contracts

Samples: Indenture (Chesapeake Energy Corp), Indenture (Mc Louisiana Minerals LLC)

Legal Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 8.01 12.1 hereof of the option applicable to this Section 8.0212.2 with respect to a series of Securities, the Company and each of any Guarantors Issuers will, subject to the satisfaction of the conditions set forth in Section 8.04 12.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors Issuers will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Outstanding Securities of such Series (including any Guarantees)series, which will thereafter be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 12.5 hereof and the Articles and other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders holders of outstanding Outstanding Securities of such Series series to receive payments in respect of the principal of, premium on, if any, and or interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 12.4 hereof; (2) the Company’s Issuers’ obligations with respect to such Securities of such Series under Article 2 and Section 4.02 4.1 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any GuarantorsIssuers’ obligations in connection therewith; and (4) this Article 8XII. Subject to compliance with this Article 8XII, the Company Issuers may exercise its their option under this Section 8.02 12.2 with respect to a series of Securities notwithstanding the prior exercise of its option under Section 8.03 hereof12.3 hereof with respect to such series of Securities.

Appears in 2 contracts

Samples: Indenture (CyrusOne Foreign Holdings LLC), Indenture (CyrusOne LP)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors the Guarantors, if any, will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors the Guarantors, if any, will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest oninterest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’, if any, obligations in connection therewiththerewith (including, without limitation, those contained in Article 7 hereof); and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its their option under Section 8.03 hereof. Notwithstanding anything to the contrary contained herein, the Company’s and the Guarantors’ obligations under Section 7.07 shall survive a Legal Defeasance.

Appears in 2 contracts

Samples: Indenture (Adient PLC), Indenture (Adient PLC)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 10.01 of the option applicable to defease the outstanding Securities of a particular series under this Section 8.0210.02, the Company and each of any the Subsidiary Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof10.04, be deemed to have been discharged from their respective obligations with respect to all such outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will or a Subsidiary Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities and the related Guarantees, if any, of such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 10.05 and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their respective other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments provided to it acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series series to receive payments in respect of the principal ofamount, premium onpremium, if any, and interest oninterest, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof10.04; (2b) the Company’s obligations and the Subsidiary Guarantors’ respective obligations, if any, with respect to such Securities of such Series under Article 2 Sections 3.06, 3.07, 3.08(a), 3.09, 3.11, 4.02 and Section 4.02 hereof4.03; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 810. Subject to compliance with this Article 810, the Company may exercise its option under this Section 8.02 10.02 notwithstanding the prior exercise of its option under Section 8.03 hereof10.03 with respect to the Securities of such series.

Appears in 2 contracts

Samples: Indenture (Western Digital Technologies Inc), Indenture (Graftech International LTD)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Securities, and all of such Series (including any the Subsidiary Guarantors will be released from their obligations under the Note Guarantees) , on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Subsidiary Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities Securities, and all of such Series (including any the Subsidiary Guarantors will be released from their obligations under the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) belowof this Section 8.02, on the 91st day after the deposit specified in clause (1) of Section 8.04 hereof, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, such (including Additional Amounts) on the Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereofdue; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 2.03, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee Trustee, the paying agent, the registrar and the transfer agent hereunder and the Company’s and any Guarantors’ each Subsidiary Guarantor’s obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Arazi S.a r.l.), Indenture (Arazi S.a r.l.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 1401 hereof of the option applicable to this Section 8.021402, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 1404 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) a series on the date the conditions set forth below are satisfied (hereinafterhereafter, “Legal Defeasance”)) and each Subsidiary Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the such outstanding Securities series of such Series (including any Guarantees)Securities, which will shall thereafter be deemed to be “outstanding” only for the purposes purpose of Section 8.05 1405 hereof and the other Sections of this Indenture referred to in clauses (1a), (b), (c) and (2d) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 1404 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, or interest and interest onAdditional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Section 304, 305, 306 and Section 4.02 Sections 1002 and 1003 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith and (4d) this Article 8Fourteen. If the Company exercises under Section 1401 hereof the option applicable to this Section 1402, subject to the satisfaction of the conditions set forth in Section 1404 hereof, payment of the series of Securities affected by such exercise may not be accelerated because of an Event of Default. Subject to compliance with this Article 8Fourteen, the Company may exercise its option under this Section 8.02 1402, notwithstanding the prior exercise of its option under Section 8.03 1403 hereof.

Appears in 2 contracts

Samples: Indenture (Viking International LTD), Indenture (Aviall Services Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes and all obligations of such Series (including any Guarantees) the Guarantors discharged with respect to the Note Guarantees on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Notes and the Note Guarantees), respectively, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture Agreement referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees Notes and this Indenture Agreement (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, fees and Additional Interest, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 II and Section 4.02 Sections 4.02, 4.12, 8.05, 8.06 and 8.07 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the under the Security Documents and the Company’s 's and any Guarantors’ Guarantor's obligations in connection therewith; and therewith and (4d) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Amerco /Nv/), Indenture (Amerco /Nv/)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 10.1 hereof of the option applicable to this Section 8.0210.2 with respect to the Outstanding Securities of any series, the Company and each of any Guarantors will, subject to the satisfaction guarantor of the conditions set forth in Section 8.04 hereof, Securities shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including any Guarantees) as to which this option provided in Section 10.1 is exercised, on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities such Outstanding Securities, and this Indenture shall cease to be of further effect as to all such Series (including any Guarantees)Outstanding Securities, which will thereafter except as to be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and the Company and any guarantor of the Securities shall be deemed to have satisfied all their other of its obligations under such Outstanding Securities of such Series, any Guarantees and this Indenture with respect to such Securities (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to described in Section 8.04 hereof; 10.5, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 3.4, 3.5, 3.6, 3.7, 3.8, 3.10, 6.2, 10.5, 10.6 and Section 4.02 10.7 hereof; , and (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8X, the Company may exercise its option under this Section 8.02 10.2 notwithstanding the prior exercise of its option under Section 8.03 hereof10.3 hereof with respect to such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Cross Equipment Company, Inc.), Subordinated Indenture (Cross Equipment Company, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Subsidiary Guarantors willof such Securities, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding a Series of Securities of such Series (including any the Subsidiary Guarantees, if any) on the date the conditions set forth below in Section 8.04 hereof are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Subsidiary Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series of Securities (including any GuaranteesSubsidiary Guarantees with respect to such Series of Securities), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture hereof referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture the applicable Note Documents (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding such Securities of such Series to receive payments in respect of the principal of, or interest or premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder hereunder, and the Company’s and any Subsidiary Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Vistra Corp.), Indenture (Vistra Energy Corp.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise ------------------------------ under Section 8.01 hereof SECTION 15.01 of the option applicable to this Section 8.02SECTION 15.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereofSECTION 15.04, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) a series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)series, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof SECTION 15.05 and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series series to receive solely from the trust fund described in SECTION 15.04, and as more fully set forth in such Section, payments in respect of the principal of, premium onof or interest or premium, if any, and interest on, if any, on such Securities of such Series series when such payments are due from the trust referred to in Section 8.04 hereof; below, (2b) the Company’s 's obligations with respect to such Securities of such Series series under Article 2 ARTICLE II and Section 4.02 hereof; SECTION 4.02, (3c) the rightsrights (including the rights of the Trustee under Section 7.06), powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) this Article 8XV. Subject to compliance with this Article 8XV, the Company may exercise its option under this Section 8.02 SECTION 15.02 notwithstanding the prior exercise of its option under Section 8.03 hereofSECTION 15.03.

Appears in 2 contracts

Samples: Indenture (DPL Inc), Indenture (DPL Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 with respect to any Series of Notes, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Outstanding Notes of such that Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Outstanding Notes, which will shall thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities Notes of such the applicable Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, such Securities of such Series on the Notes when such payments are due from solely out of the trust referred created pursuant to in Section 8.04 hereofthis Indenture; (2b) the Company’s obligations with respect to such Securities Notes of such that Series under Article 2 Sections 2.05, 2.06, 2.08, 2.09 and Section 4.02 2.11 hereof; (3c) the rights, powers, trusts, duties indemnities and immunities of the Trustee (and any Agent) hereunder and the Company’s and any Guarantors’ obligations in connection therewiththerewith (including, but not limited to, the rights of the Trustee (and any Agent) and the duties of the Company and Guarantors under Section 7.07, which shall survive despite the satisfaction in full of all obligations hereunder); and (4d) this Article 8Sections 8.02, 8.04, 8.05, 8.06, 8.07 and 8.08 hereof. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof. In the event that the Company terminates all of its obligations under the Notes and this Indenture (with respect to such Series of Notes) by exercising the Legal Defeasance option or the Covenant Defeasance option, the obligations of each Guarantor under its Guarantee of such Notes shall be terminated simultaneously with the termination of such obligations.

Appears in 2 contracts

Samples: Indenture (Vista Outdoor Inc.), Indenture (Vista Outdoor Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under pursuant to Section 8.01 hereof 10.01 of the its option applicable to have this Section 8.0210.02 applied to the Securities, the Company and each of any Guarantors willSubsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof10.04, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guaranteesthe Guaranteed Obligations) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors each Subsidiary Guarantor will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guaranteesthe Guaranteed Obligations), which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 10.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations Obligations under such Securities of such SeriesSecurities, any Guarantees the Guaranteed Obligations and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onand interest or premium, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof10.04(1); (2) the Company’s obligations with respect to such the Securities of such Series under Article 2 Sections 2.03, 2.04, 2.05, 2.07 and Section 4.02 hereof2.09; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder Trustee, including, without limitation, Section 7.07, and the Company’s and any Guarantors’ each Subsidiary Guarantor’s obligations in connection therewith; and (4) this Article 810. If the Company exercises its defeasance option pursuant to this Section 10.02, the Guaranteed Obligations will terminate with respect to the Securities, and payment of the Securities may not be accelerated pursuant to Section 6.02 because of an Event of Default. Subject to compliance with this Article 8Article, the Company may exercise its option under to have this Section 8.02 applied to any Securities notwithstanding the prior exercise of its option under to have Section 8.03 hereof10.03 applied to such Securities.

Appears in 2 contracts

Samples: Indenture (Eclipse Resources Corp), Indenture (Eclipse Resources Corp)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 relating to one or more series of Securities, the Company and each of any Guarantors willshall, subject to upon the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)the applicable series, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their of its other obligations under such the Securities of such Series, any Guarantees the applicable series and under the provisions of this Indenture applicable to such series (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series the applicable series to receive solely from the trust fund described in Section 8.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest oninterest, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations 's Obligations with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; hereof and with respect to the payment of Additional Interest, if any, on such Securities as contemplated by Section 4.09, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Subordinated Indenture (Pennsylvania Real Estate Investment Trust), Subordinated Indenture (Pennsylvania Real Estate Investment Trust)

Legal Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company each Issuer and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities Notes of such Series a series (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company Issuers and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities Notes of such Series series (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities Notes of such Series series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities on the Notes of such Series series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s Issuers’ obligations with respect to such Securities the Notes of such Series series under Article 2 Section 2.04, Section 2.06, Section 2.07, Section 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s Issuers’ and any the Guarantors’ obligations in connection therewith; and (4) the Legal Defeasance provisions of this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (NGL Energy Partners LP), Indenture (NGL Energy Partners LP)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 8.1 of the option applicable to this Section 8.028.2 with respect to Securities of any series, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.4, be deemed to have been discharged from their obligations its Obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of with respect to such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 8.5 and the other Sections of this Indenture referred to in clauses (1a) and through (2e) below, and to have satisfied all their its other obligations under the Securities with respect to such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of with respect to such Series series to receive receive, solely from the trust fund described in Section 8.4 and Section 8.5, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest onand Additional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations Obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 hereof; 3.1, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and , (4d) the optional redemption provisions, if any, with respect to such Securities, and (e) this Article 8VIII. If the Company exercises under Section 8.1 the option applicable to this Section 8.2, subject to the satisfaction of the conditions set forth in Section 8.4, payment of the Securities with respect to such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 hereof8.3.

Appears in 2 contracts

Samples: Indenture (Computer Sciences Corp), Indenture (Computer Sciences Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 with respect to Securities of any series, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations its Obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the such conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of with respect to such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and through (2e) below, and to have satisfied all their its other obligations under the Securities with respect to such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions provisions, which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of with respect to such Series series to receive receive, solely from the trust fund described in Section 8.04 and Section 8.05 hereof, and as more fully set forth in such Sections, payments in respect of the principal of, premium onpremium, if any, and interest onand Additional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 3.01 hereof; ; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) the optional redemption provisions, if any, with respect to such Securities; and (e) this Article 8VIII. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Securities with respect to such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Fossil Group, Inc.), Senior Indenture (Fossil Group, Inc.)

Legal Defeasance and Discharge. Upon the Company’s Issuer's exercise under Section 8.01 hereof 5.02 of the option applicable to this Section 8.025.03, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Issuer shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including the particular series and any Guarantees) coupons appertaining thereto on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will Issuer shall be deemed to have paid and discharged all the entire indebtedness represented by obligations relating to the outstanding Outstanding Securities of such Series (that series, including any Guarantees)coupons appertaining thereto, which will and the Securities of that series, including any coupons appertaining thereto, shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof 5.06 and the other Sections of this Indenture referred to below in clauses (1) and (2) belowthis Section 5.03, and to have satisfied all their of its other obligations under such Securities of such Series, and any Guarantees coupons appertaining thereto and this Indenture and cured all then existing Events of Default (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the Issuer's or any Guarantor's obligations, as the case may be, with respect to Securities of such series under Sections 3.05, 3.06, 11.02 and 11.03, (ii) rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal ofof (and premium, premium onif any) and interest, if any, and interest on, if any, such on the Securities of such Series when such payments are series as they shall become due from the trust referred time to in Section 8.04 hereof; (2) the Company’s time and other rights, duties and obligations of Holders as beneficiaries hereof with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; the amounts so deposited with the Trustee, (3iii) the rights, powers, trusts, duties obligations and immunities of the Trustee hereunder (for which purposes the Securities of such series shall be deemed outstanding) and the Company’s and any Guarantors’ obligations in connection therewith; and (4iv) this Article 8Five and the obligations set forth in Section 5.06 hereof. Subject to compliance with this Article 8Five, the Company Issuer may exercise its option under this Section 8.02 5.03 notwithstanding the prior exercise of its option under Section 8.03 hereof5.04 with respect to the Securities of a particular series and any coupons appertaining thereto.

Appears in 2 contracts

Samples: Indenture (Willis North America Inc), Indenture (Willis North America Inc)

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Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 12.1 hereof of the option applicable to this Section 8.0212.2, the Company and each of any the Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof12.4, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series Outstanding Senior Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any each of the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Outstanding Senior Notes, which will shall thereafter be deemed to be “outstanding” "Outstanding" only for the purposes of Section 8.05 hereof 12.5 and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and the Company shall be deemed to have satisfied all their its other obligations under such Securities of such Seriesthe Senior Notes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Outstanding Senior Notes to receive solely from the trust fund described in Section 12.4, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, (including any Additional Interest) on such Securities of such Series Senior Notes as and when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series Senior Notes under Article 2 Sections 3.5, 3.6, 3.7, 9.2, 9.3 and Section 4.02 hereof; 9.5, (3c) the rights, powers, trusts, duties and immunities of the Trustee and any Authenticating Agent hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) this Article 8Article. Subject to compliance with this Article 8Article, the Company may exercise its option under this Section 8.02 12.2 notwithstanding the prior exercise of its option under Section 8.03 hereof12.3.

Appears in 2 contracts

Samples: Indenture (Resource America Inc), Indenture (Resource America Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 1401 hereof of the option applicable to this Section 8.021402, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 1404 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) a series on the date the conditions set forth below are satisfied (hereinafterhereafter, “Legal Defeasance”)) and each Subsidiary Guarantor shall be released from all of its obligations under its Guarantee. For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the such outstanding Securities series of such Series (including any Guarantees)Securities, which will shall thereafter be deemed to be “outstanding” only for the purposes purpose of Section 8.05 1405 hereof and the other Sections of this Indenture referred to in clauses (1a), (b), (c) and (2d) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 1404 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, or interest and interest onAdditional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Section 304, 305, 306 and Section 4.02 Sections 1002 and 1003 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and therewith and (4d) this Article 8Fourteen. If the Company exercises under Section 1401 hereof the option applicable to this Section 1402, subject to the satisfaction of the conditions set forth in Section 1404 hereof, payment of the series of Securities affected by such exercise may not be accelerated because of an Event of Default. Subject to compliance with this Article 8Fourteen, the Company may exercise its option under this Section 8.02 1402, notwithstanding the prior exercise of its option under Section 8.03 1403 hereof.

Appears in 2 contracts

Samples: Indenture (Viking International LTD), Indenture (Aviall Services Inc)

Legal Defeasance and Discharge. Upon the CompanyPartnership’s exercise under Section 8.01 13.1 hereof of the option applicable to this Section 8.0213.2, the Company Partnership and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 13.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Outstanding Securities of such Series series (including any Guaranteesthe Securities Guarantee) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company Partnership and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Debt represented by the outstanding Outstanding Securities of such Series series (including any Guaranteesthe Securities Guarantee), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 13.5 hereof and the other Sections sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities, the Securities of such Series, any Guarantees Guarantee and this Indenture (and the Trustee, on demand of and at the expense of the CompanyPartnership, shall execute proper instruments acknowledging the same), except for the following provisions provisions, which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Outstanding Securities of such Series series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 13.4 hereof; (2b) the CompanyPartnership’s obligations with respect to such Securities of such Series under Article 2 Section 3.4, Section 3.5, Section 3.6, Section 10.2 and Section 4.02 10.3 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the CompanyPartnership’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8Thirteen. Subject to compliance with this Article 8Thirteen, the Company Partnership may exercise its option under this Section 8.02 13.2 notwithstanding the prior exercise of its option under Section 8.03 hereof13.3 hereof with respect to the same series of Securities.

Appears in 2 contracts

Samples: Indenture (Sanchez Production Partners LP), Indenture (Sanchez Production Partners LP)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations Obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Subsidiary Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Additional Amounts, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations Obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Subsidiary Guarantors’ obligations Obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Crown Entertainment LTD)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 10.1 hereof of the option applicable to this Section 8.0210.2 with respect to the Outstanding Securities of any series, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including any Guarantees) as to which this option provided in Section 10.1 is exercised, on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities such Outstanding Securities, and this Indenture shall cease to be of further effect as to all such Series (including any Guarantees)Outstanding Securities, which will thereafter except as to be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and the Company shall be deemed to have satisfied all their other of its obligations under such Outstanding Securities of such Series, any Guarantees and this Indenture with respect to such Securities (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to described in Section 8.04 hereof; 10.5, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 3.4, 3.5, 3.6, 3.7, 3.8, 3.10, 6.2, 10.5, 10.6 and Section 4.02 10.7 hereof; , and (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, and the Company’s and any Guarantors’ obligations in connection therewith; and (4) . If the Company exercises its option under this Article 8Section 10.2 with respect to the Outstanding Securities of any series, then payment of the Securities of such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8X, the Company may exercise its option under this Section 8.02 10.2 notwithstanding the prior exercise of its option under Section 8.03 hereof10.3 hereof with respect to such Securities.

Appears in 2 contracts

Samples: Indenture (Mohawk Industries Inc), Indenture (Mohawk Industries Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes and all obligations of such Series (including any Guarantees) the Guarantors discharged with respect to the Note Guarantees on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Notes and the Note Guarantees), respectively, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture Agreement referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees Notes and this Indenture Agreement (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive solely from the trust fund described in Section 8.05 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium on, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 II and Section 4.02 hereof; , (3c) the rights, powers, trusts, duties duties, indemnities, privileges and immunities of the Trustee hereunder and the Company’s 's and any Guarantors’ each Guarantor's obligations in connection therewith; and therewith and (4d) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Amerco /Nv/), Indenture (Amerco /Nv/)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 12.1 hereof of the option applicable to this Section 8.0212.2 with respect to a series of Securities, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 12.4 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Outstanding Securities of such Series (including any Guarantees)series, which will thereafter be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 12.5 hereof and the Articles and other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders holders of outstanding Outstanding Securities of such Series series to receive payments in respect of the principal of, premium on, if any, and or interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 12.4 hereof; (2) the Company’s Issuers’ obligations with respect to such Securities of such Series under Article 2 and Section 4.02 4.2 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8XII. Subject to compliance with this Article 8XII, the Company may exercise its option under this Section 8.02 12.2 with respect to a series of Securities, notwithstanding the prior exercise of its option under Section 8.03 hereof12.3 hereof with respect to such series of Securities.

Appears in 2 contracts

Samples: Indenture (Air Hot, Inc.), Indenture (South Texas Broadcasting Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, 8.02 the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof8.04, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Guarantees) ), this Indenture and the Collateral Documents on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all of their other obligations under such Securities of such SeriesNotes, any Guarantees and the Guarantees, this Indenture and the Collateral Documents (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium on, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof8.04; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof2; (3c) the rights, powers, trusts, duties and immunities of the Trustee Trustee, Paying Agent and Registrar hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4d) this Article 8Section 8.02. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof8.03.

Appears in 2 contracts

Samples: Indenture (Cliffs Natural Resources Inc.), Indenture (Cliffs Natural Resources Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees)) and cured all existing Events of Default, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust Funds in Trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (M & F Worldwide Corp), Indenture (M & F Worldwide Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 with respect to Securities of any series, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations its Obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of with respect to such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and through (2e) below, and to have satisfied all their its other obligations under the Securities with respect to such Securities of such Series, any Guarantees series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of with respect to such Series series to receive receive, solely from the trust fund described in Section 8.04 and Section 8.05 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest onand Additional Amounts, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 3.01 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and , (4d) the optional redemption provisions, if any, with respect to such Securities, and (e) this Article 8VIII. If the Company exercises under Section 8.01 hereof the option applicable to this Section 8.02, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Securities with respect to such series may not be accelerated because of an Event of Default. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 2 contracts

Samples: Indenture (Harman International Industries Inc /De/), Indenture (Harman International Industries Inc /De/)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable provided under Section 12.01 hereof to defease the outstanding Securities of a particular series under this Section 8.0212.02, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all such outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 12.05 hereof and the other Sections of this Indenture referred to in clauses (1i) and (2ii) belowof this Section 12.02, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, Company shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding Securities of such Series series to receive solely from the trust fund described in Section 12.04 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2ii) the Company’s obligations with respect to such Securities of such Series under Article 2 Sections 3.06, 3.07, 3.08(a), 3.09, 3.11, and Section 4.02 12.05 hereof; , (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee’s rights under Section 5.07 hereof, and the Company’s and any Guarantors’ obligations in connection therewith; and (4) therewith and with this Article 812. Subject to compliance with this Article 812, the Company may exercise its option under this Section 8.02 12.02 notwithstanding the prior exercise of its option under Section 8.03 hereof12.03 hereof with respect to the Securities of such series.

Appears in 2 contracts

Samples: Indenture (Home Depot Inc), Indenture (Home Depot Inc)

Legal Defeasance and Discharge. Upon the Company’s Issuer's exercise under Section 8.01 hereof 5.02 of the option applicable to this Section 8.025.03, the Company Issuer and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantor shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including the particular series and any Guarantees) coupons appertaining thereto on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will Issuer shall be deemed to have paid and discharged all the entire indebtedness represented by obligations relating to the outstanding Outstanding Securities of such Series (that series, including any Guarantees)coupons appertaining thereto, which will and the Securities of that series, including any coupons appertaining thereto, shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof Sections 5.06 and 5.07 and the other Sections of this Indenture referred to below in clauses (1) and (2) belowthis Section 5.03, and to have satisfied all their of its other obligations under such Securities of such Series, and any Guarantees coupons appertaining thereto and this Indenture and cured all then existing Events of Default (and the Trustee, on demand of and at the expense of the CompanyIssuer, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal ofof (and premium, premium onif any) and interest, if any, and interest on, if any, such on the Securities of such Series when such payments are series as they shall become due from the trust referred time to in Section 8.04 hereof; (2) the Company’s time and other rights, duties and obligations of Holders as beneficiaries hereof with respect to such Securities of such Series under Article 2 and Section 4.02 hereof; the amounts so deposited with the Trustee, (3ii) the rights, obligations, powers, trusts, duties and immunities of the Trustee hereunder (for which purposes the Securities of such series shall be deemed outstanding) and the Company’s and any Guarantors’ obligations in connection therewith; and (4iii) this Article 8. Subject to compliance with this Article 8, Five and the Company may exercise its option under this obligations set forth in Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.5.06

Appears in 2 contracts

Samples: Indenture (Renaissance Centro Arlington, LLC), Indenture (Renaissance Centro Arlington, LLC)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 12.03 hereof of the option applicable to this Section 8.0212.04, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 12.06 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities Notes of such Series (including any Guarantees)series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 12.07 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 12.06 hereof; (2b) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 II and Section 4.02 hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8XII. Subject to compliance with this Article 8XII, the Company may exercise its option under this Section 8.02 12.04 notwithstanding the prior exercise of its option under Section 8.03 12.05 hereof.

Appears in 1 contract

Samples: Indenture (Regal Rexnord Corp)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes , any the Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder; and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Puretec Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, any and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof. If the Company exercises its Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Note Guarantee, and any security for the Notes (other than the trust) will be released.

Appears in 1 contract

Samples: Indenture (Carriage Services Inc)

Legal Defeasance and Discharge. Upon the Company’s 's and the Guarantor's exercise under Section 8.01 1201 hereof of the option applicable to this Section 8.021202, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, Guarantor shall be deemed to have been discharged from their obligations Obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”"LEGAL DEFEASANCE"). For this purpose, such Legal Defeasance means that the Company and any Guarantors will the Guarantor shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guaranteesthe Guarantee), which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 1205 hereof and the other Sections of this Indenture referred to in clauses (1i) and (2ii) belowof this Section 1202, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees (including the Guarantee) and this Indenture (and the Trustee, on demand of and at the expense of the CompanyCompany and the Guarantor, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding Securities of such Series to receive solely from the trust fund described in Section 1204 hereof, and as more fully set forth in such Section, payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2ii) the Company’s 's and the Guarantor's obligations with respect to such Securities of such Series under Article 2 Sections 201, 202, 205, 206, 207, 208, 209, 211, 301, 304 and Section 4.02 1205 hereof; , (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder, including, without limitation, the Trustee's rights under Section 507 hereof, and the Company’s 's and any Guarantors’ the Guarantor's obligations in connection therewith; and (4) therewith and with this Article 812. Subject to compliance with this Article 812, the Company and the Guarantor may exercise its their option under this Section 8.02 1202 notwithstanding the prior exercise of its option under Section 8.03 hereof1203 hereof with respect to the Securities.

Appears in 1 contract

Samples: Indenture (Vencor Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 8.2 hereof of the option applicable to this Section 8.028.3 with respect to any Series of Securities, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 8.5 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such that Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Outstanding Securities of such Series (including any Guarantees)that Series, which will shall thereafter be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 8.6 hereof and the other Sections of this Indenture referred to in clauses clause (1) and (2a) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture with respect to such Securities of that Series (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Outstanding Securities of such that Series to receive solely from the trust fund described in Sections 4.2 and 8.6 hereof, and as more fully set forth in such Sections, payments in respect of the principal of, premium onpremium, if any, on and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; due, (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 4.2 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee and any Agent hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and , including, without limitation, Article VII and Section 8.6 and 8.8 hereunder, and (4d) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.3 notwithstanding the prior exercise of its option under Section 8.03 8.4 hereof.

Appears in 1 contract

Samples: Indenture (Sterling Bancorp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1i) and (2ii) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the written request and sole expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1i) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest onor Special Interest, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2ii) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4iv) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Ion Geophysical Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.028.02 with respect to a Series of Securities, the Company and each the Subsidiary Guarantors (if any) of any Guarantors willsuch Series of Securities shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series and all Subsidiary Guarantees (including any Guaranteesif any) of such Series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness debt represented by the outstanding Securities of such Series (including any Guarantees)Series, which will shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such the Securities of such Series, any Guarantees Series and this Indenture with respect to such Series of Securities, including obligations of the Subsidiary Guarantors, if any (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunderhereunder with respect to such Series of Securities: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium on, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2a) the Company’s obligations with respect to such the Securities of such Series under Article 2 Sections 2.06, 2.07, 2.08, 2.09 and Section 4.02 hereof2.10; (3b) the rights, powers, trusts, duties and immunities of the Trustee of such Series of Securities hereunder and the Company’s and any Guarantors’ obligations in connection therewiththerewith under Article Two and Article Seven (including, but not limited to, the rights of the Trustee and the duties of the Company under Section 7.07, which shall survive despite the satisfaction in full of all obligations hereunder); and (4c) Sections 8.01, 8.02, 8.05, 8.06 and 8.07. If the Company exercises its option under this Article 8Section 8.02 with respect to one or more Series of Securities, payment of such Series of Securities may not be accelerated. Subject to compliance with this Article 8Eight, the Company may exercise its option under this Section 8.02 with respect to any Series of Securities notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to any Series of Securities.

Appears in 1 contract

Samples: Indenture (O Reilly Automotive Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willSubsidiary Guarantor shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Guarantees) Notes and Note Guarantees on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will each Subsidiary Guarantor shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Notes and Note Guarantees), which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their respective other obligations under such Securities of such Series, any Notes and Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, and interest onand Liquidated Damages, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; 8.04(a); (2b) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.02, 2.03, 2.04, 2.05, 2.06, 2.07, 2.10 and Section 4.02 hereof; ; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder including without limitation thereunder Section 7.07, 8.05 and 8.07 hereof and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) the provisions of this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Ameriserve Transportation Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties duties, immunities and immunities indemnities of the Trustee hereunder and the Company’s 's and any the Guarantors' obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (NRG Energy Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willshall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such a Series (including any Guarantees) on the date the conditions set forth below are satisfied with respect to the Securities of such Series (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such the Securities of such Series, any Guarantees Series and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such the Securities of such Series under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 with respect to Securities of a Series notwithstanding the prior exercise of its option under Section 8.03 hereofhereof with respect to Securities of such Series.

Appears in 1 contract

Samples: Indenture (Education Realty Trust, Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof ------------------------------ of the above option applicable to have this Section 8.02be applied with respect to any Securities of or within a series (in whole and not in part), the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all outstanding such Outstanding Securities of such Series (including and any Guarantees) coupons appertaining thereto as provided in this Section on and after the date the conditions set forth below in Section 1404 are satisfied (hereinafter, “Legal Defeasance”"defeasance"). For this purpose, Legal Defeasance such defeasance means ---------- that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding such Outstanding Securities of such Series (including and any Guarantees)coupons appertaining thereto, which will shall thereafter be deemed to be “outstanding” "Outstanding" only for the purposes of Section 8.05 hereof 1405 and the other Sections of this Indenture referred to in clauses (1i) and (2ii) below, and to have satisfied all their of its other obligations under such Securities of such Series, and any Guarantees coupons appertaining thereto and this Indenture insofar as such Securities and any coupons appertaining thereto are concerned (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding such Outstanding Securities of and any coupons appertaining thereto to receive, solely from the trust fund described in Section 1404 and as more fully set forth in such Series to receive Section, payments in respect of the principal of, premium onof (and premium, if any, on) and interest onand Additional Amounts, if any, on such Securities of such Series and any coupons appertaining thereto when such payments are due from the trust referred to in Section 8.04 hereof; due; (2ii) the Company’s 's obligations with respect to such Securities under Sections 305, 306, 1002 and 1003 and with respect to the payment of Additional Amounts, if any, on such Series under Article 2 and Securities as contemplated by Section 4.02 hereof; 1009; (3iii) the rights, powers, trusts, duties and immunities of the Trustee hereunder hereunder; (iv) Article Eleven; and the Company’s and any Guarantors’ obligations in connection therewith; and (4v) this Article 8Fourteen. Subject to compliance with this Article 8Fourteen, the Company may exercise its option under this Section 8.02 1402 notwithstanding the prior exercise of its option under Section 8.03 hereof1403 with respect to such Securities and any coupons appertaining thereto.

Appears in 1 contract

Samples: Indenture (McLeodusa Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 1301 of the option applicable to this Section 8.021302, each of the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their respective obligations with respect to all outstanding Securities of such Series (including any Outstanding Notes and the Guarantees) , and the Collateral will be released from the Lien securing the Notes Outstanding under this Indenture, on the date the conditions set forth below in Section 1304 are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that each of the Company and any the Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Outstanding Notes, which will shall thereafter be deemed to be “outstandingOutstanding” only for the purposes of Section 8.05 hereof 1305 and the other Sections of this Indenture referred to in clauses (1) and (2) below, and the Guarantees and to have satisfied all their its other obligations under such Securities of such SeriesNotes, any Guarantees and the Guarantees, this Indenture and the Security Documents insofar as such Notes are concerned (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1) the rights of Holders of outstanding Securities of such Series Outstanding Notes to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from due, solely out of the trust referred to described in Section 8.04 hereof; 1304 (including, but not limited to the Company’s obligation to pay an Applicable Premium Deficit, if applicable), (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 303, 304, 305, 1002 and Section 4.02 hereof; 1003, (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder (including Section 607), and the Company’s obligations of each of the Company and any Guarantors’ obligations the Guarantors in connection therewith; and therewith and (4) this Article 8Thirteen. Subject to compliance with this Article 8Thirteen, the Company may exercise its option under this Section 8.02 1302 notwithstanding the prior exercise of its option under Section 8.03 hereof1303 with respect to the Notes.

Appears in 1 contract

Samples: Indenture (NMI Holdings, Inc.)

Legal Defeasance and Discharge. Upon the Company’s Issuers’ exercise under Section 8.01 12.1 hereof of the option applicable to this Section 8.0212.2 with respect to a series of Securities, the Company and each of any Guarantors Issuers will, subject to the satisfaction of the conditions set forth in Section 8.04 12.4 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors Issuers will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Outstanding Securities of such Series (including any Guarantees)series, which will thereafter be deemed to be “outstanding” Outstanding only for the purposes of Section 8.05 12.5 hereof and the Articles and other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the CompanyIssuers, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders holders of outstanding Outstanding Securities of such Series series to receive payments in respect of the principal of, premium on, if any, and or interest on, if any, on such Securities of such Series when such payments are due from the trust referred to in Section 8.04 hereof;12.4 hereof; (2) the Company’s Issuers’ obligations with respect to such Securities of such Series under Article 2 II and Section 4.02 hereof;4.1 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any GuarantorsIssuers’ obligations in connection therewith; therewith; and (4) this Article 8XII. Subject to compliance with this Article 8XII, the Company Issuers may exercise its their option under this Section 8.02 12.2 with respect to a series of Securities notwithstanding the prior exercise of its option under Section 8.03 hereof12.3 hereof with respect to such series of Securities.

Appears in 1 contract

Samples: Indenture (CyrusOne Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.04, 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Metropcs California/Florida Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors the Guarantors, if any, will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any Guaranteesthe Note Guarantees (if any)) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors the Guarantors, if any, will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium on, if any, and interest oninterest, if any, on, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ (if any) obligations in connection therewiththerewith (including, without limitation, those contained in Article 7 hereof); and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its their option under Section 8.03 hereof. Notwithstanding anything to the contrary contained herein, the Company’s and the Guarantors’ (if any) obligations under Section 7.07 shall survive a Legal Defeasance.

Appears in 1 contract

Samples: Indenture (Iridium Communications Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof 4.1 of the option applicable to this Section 8.024.2, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, shall be deemed to have been discharged from their its obligations with respect to all outstanding Outstanding Securities of such Series (including any Guarantees) the particular series on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, such Legal Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged all the entire indebtedness represented by obligations relating to the outstanding Outstanding Securities of such Series (including any Guarantees), which will that series and the Securities of that series shall thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof 4.6, Section 4.8 and the other Sections of this Indenture referred to below in clauses (1) and (2) belowthis Section 4.2, and to have satisfied all their of its other obligations under such Securities of such Series, any Guarantees and this Indenture and cured all then existing Events of Default (and the Trustee, on demand of and at the expense of the Company, Company shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series the particular series to receive payments in respect of the principal of, premium onand premium, if any, and interest oninterest, if any, on such Securities of such Series when such payments are due from or on the Redemption Date solely out of the trust referred created pursuant to in Section 8.04 hereof; this Indenture; (2b) the Company’s obligations with respect to such Securities concerning issuing temporary Securities of that series, or, where relevant, registration of such Series under Article 2 Securities, mutilated, destroyed, lost or stolen Securities of that series and Section 4.02 hereof; the maintenance of an office or agency for payment and money for Security payments held in trust; (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder for the Securities of that series, and the Company’s and any Guarantors’ obligations in connection therewith; and and (4d) this Article 8Four and the obligations set forth in Section 4.6 hereof. Subject to compliance with this Article 8Four, the Company may exercise its option under this Section 8.02 4.2 notwithstanding the prior exercise of its option under Section 8.03 hereof4.3 with respect to the Securities of a particular series.

Appears in 1 contract

Samples: Indenture (Mondelez International, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Subsidiary Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities Notes, and all of such Series (including any the Subsidiary Guarantors will be released from their obligations under the Note Guarantees) , on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Subsidiary Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities Notes, and all of such Series (including any the Subsidiary Guarantors will be released from their obligations under the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) belowof this Section 8.02, on the 91st day after the deposit specified in clause (1) of Section 8.04 hereof, and to have satisfied all their other obligations under such Securities of such Series, any Guarantees Notes and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, such Securities of such Series (including Additional Amounts) on the Notes when such payments are due from the trust referred to in Section 8.04 hereofdue; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.03, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee Trustee, the paying agent, the registrar, the transfer agent and the listing agent hereunder and the Company’s and any Guarantors’ each Subsidiary Guarantor’s obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (QGOG Constellation S.A.)

Legal Defeasance and Discharge. (a) Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Le- gal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof. (b) Upon Legal Defeasance or Covenant Defeasance in accordance with this Article 8, the Trustee will advise the Collateral Agent that the Notes cease to constitute First Lien Debt under the Collateral Agency and Intercreditor Agreement. (c) The Liens securing the Notes will be released as provided under Section 10.03 hereof upon Legal Defeasance or Covenant Defeasance in accordance with this Article 8.

Appears in 1 contract

Samples: Indenture (Calpine Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) and cure all then existing Events of Default on the date the conditions set forth below are 77 satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture and to have cured all then outstanding Events of Default (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, and premium onor interest, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and; (4) this Article 8; and (5) Section 3.07 hereof, to the extent that such Legal Defeasance is to be effected together with a redemption. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its the option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (CVR Energy Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). , For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on written demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 8.05 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. If the Company exercises under Section 8.01 the option applicable to this Section 8.02, subject to satisfaction of the conditions set forth in Section 8.04 hereof, payment of the Notes may not be accelerated because of an Event of Default under clauses (3), (4), (5), (6) (solely with respect to a Significant Subsidiary), (7) (solely with respect to a Significant Subsidiary) and (8) of Section 6.01. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Note Purchase Agreement (Moneygram International Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof ------------------------------ of the its option applicable to have this Section 8.028.02 applied to the outstanding Convertible Notes (in whole and not in part), the Company shall be deemed to have been discharged from its obligations with respect to such Convertible Notes as provided in this Section 8.02 on and each of any Guarantors will, subject to after the satisfaction of date the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below hereof are satisfied (hereinafter, “Legal hereinafter called "Defeasance"). For this purpose, Legal such Defeasance means that the Company and any Guarantors will shall be deemed to have paid and discharged the entire indebtedness represented by such Convertible Notes and the outstanding Securities of such Series (including any Guarantees)Company and the Guarantors, which will thereafter if any, shall be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesConvertible Notes, any Guarantees the Convertible Note Guarantees, if any, and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for subject to the following provisions which will shall survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series Convertible Notes to receive receive, solely from the trust fund described in Section 8.04 hereof and as more fully set forth in such Section 8.04 payments in respect of the principal of, of and any premium onand interest (and Special Interest, if any, and interest on, if any, ) on such Securities of such Series Convertible Notes when such payments are due from the trust referred to in Section 8.04 hereof;due, (2b) the Company’s 's obligations with respect to such Securities of such Series Convertible Notes under Article 2 Sections 2.06, 2.07, 2.09, 4.02, 4.03, 4.04 and Section 4.02 11.03 hereof;, (3c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any Guarantors’ obligations in connection therewith; under this Indenture, (d) Article III hereof, (e) this Article VIII, and (4f) this Article 8XII hereof. Subject to compliance with this Article 8VIII, the Company may exercise its option under to have this Section 8.02 applied to the outstanding Convertible Notes (in whole and not in part) notwithstanding the prior exercise of its option under to have Section 8.03 hereofhereof applied to such Convertible Notes.

Appears in 1 contract

Samples: Indenture (United Usn Inc)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willthe Guarantors, if any, shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their respective obligations with respect to all Notes and Subsidiary Guarantees then outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “"Legal Defeasance"). For this purpose, Legal Defeasance purpose such defeasance means that the Company and any Guarantors will Guarantor shall be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including Notes and any Guarantees)Subsidiary Guarantees outstanding, which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1i) and (2ii) belowof this Section 8.02, and to have satisfied all their its other obligations under such Securities of such SeriesNotes, any Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1i) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, and interest on, if any, on such Securities of such Series Notes when such payments are due or on the redemption date, as the case may be, solely from amounts deposited with the trust referred to Trustee as provided in Section 8.04 hereof; , (2ii) the Company’s 's obligations with respect to such Securities of such Series the Notes under Article 2 Sections 2.03, 2.04, 2.05, 2.06, 2.07, 2.10, 4.02 and Section 4.02 4.03 hereof; , (3iii) the rights, powers, trusts, duties duties, indemnities and immunities of the Trustee hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4iv) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof8.02.

Appears in 1 contract

Samples: Indenture (Decisionone Corp /De)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Guarantees) and cure all then existing Events of Default on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Guarantees and this Indenture and to have cured all then outstanding Events of Default (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onand interest or premium, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and; (4) this Article 8; and (5) Section 3.07 hereof, to the extent that such Legal Defeasance is to be effected together with a redemption. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its the option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Renewable Energy Group, Inc.)

Legal Defeasance and Discharge. Upon the Company’s 's exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any Guarantors willGuaranteeing Subsidiary shall, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) Notes and Subsidiary Guarantees on the date the conditions set forth below are satisfied (hereinafter, "Legal Defeasance"). For this purpose, Legal Defeasance means that the Company and any Guarantors will each Guaranteeing Subsidiary shall be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series (including any Notes and Subsidiary Guarantees), which will shall thereafter be deemed to be "outstanding" only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Notes and Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will shall survive until otherwise terminated or discharged hereunder: : (1a) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, interest and interest onLiquidated Damages, if any, on such Securities of such Series Notes when such payments are due or on the redemption date, as the case may be, from the trust referred to in Section 8.04 hereof; 8.04(a), (2b) the Company’s 's obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.02, 2.03, 2.04, 2.05, 2.06, 2.07, 2.10 and Section 4.02 hereof; , (3c) the rights, powers, trusts, duties and immunities of the Trustee including without limitation thereunder Section 7.07, 8.05 and 8.07 hereunder and the Company’s and any Guarantors’ 's obligations in connection therewith; and therewith and (4d) the provisions of this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Advanced Medical Inc)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 8.1 hereof of the option applicable to this Section 8.028.2, the Company and each of any Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 8.4 hereof, be deemed to have been discharged from their its obligations with respect to all outstanding Securities of such Series (including any Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any Guarantors will be deemed to have paid and discharged the entire indebtedness represented by the outstanding Securities of such Series (including any Guarantees)Series, which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 8.5 hereof and the other Sections of this Indenture referred to in clauses (1a) and (2b) below, and to have satisfied all their its other obligations under such Securities of such Series, any Guarantees and this Indenture (and the TrusteeTrustee for such Securities, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1a) the rights of Holders of outstanding Securities of such Series to receive payments in respect of the principal of, premium onor interest or premium, if any, and interest on, if any, such Securities of such Series when such payments are due from the trust referred to in Section 8.04 8.4 hereof; (2b) the Company’s obligations with respect to such Securities of such Series under Article 2 and Section 4.02 II hereof; (3c) the rights, powers, trusts, duties and immunities of the Trustee for such Securities hereunder and the Company’s and any Guarantors’ obligations in connection therewith; and (4d) this Article 8VIII. Subject to compliance with this Article 8VIII, the Company may exercise its option under this Section 8.02 8.2 notwithstanding the prior exercise of its option under Section 8.03 8.3 hereof.

Appears in 1 contract

Samples: Indenture (CNO Financial Group, Inc.)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Subsidiary Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Subsidiary Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Subsidiary Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, or interest or premium onand Liquidated Damages, if any, and interest on, if any, such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.04, 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof.

Appears in 1 contract

Samples: Indenture (Wca Waste Corp)

Legal Defeasance and Discharge. Upon the Company’s exercise under Section 8.01 hereof of the option applicable to this Section 8.02, the Company and each of any the Guarantors will, subject to the satisfaction of the conditions set forth in Section 8.04 hereof, be deemed to have been discharged from their obligations with respect to all outstanding Securities of such Series Notes (including any the Note Guarantees) on the date the conditions set forth below are satisfied (hereinafter, “Legal Defeasance”). For this purpose, Legal Defeasance means that the Company and any the Guarantors will be deemed to have paid and discharged the entire indebtedness Indebtedness represented by the outstanding Securities of such Series Notes (including any the Note Guarantees), which will thereafter be deemed to be “outstanding” only for the purposes of Section 8.05 hereof and the other Sections of this Indenture referred to in clauses (1) and (2) below, and to have satisfied all their other obligations under such Securities of such SeriesNotes, any the Note Guarantees and this Indenture (and the Trustee, on demand of and at the expense of the Company, shall execute proper instruments acknowledging the same), except for the following provisions which will survive until otherwise terminated or discharged hereunder: (1) the rights of Holders of outstanding Securities of such Series Notes to receive payments in respect of the principal of, premium onpremium, if any, any and interest on, if any, on such Securities of such Series Notes when such payments are due from the trust referred to in Section 8.04 hereof; (2) the Company’s obligations with respect to such Securities of such Series Notes under Article 2 Sections 2.06, 2.07, 2.10 and Section 4.02 hereof; (3) the rights, powers, trusts, duties and immunities of the Trustee hereunder and the Company’s and any the Guarantors’ obligations in connection therewith; and (4) this Article 8. Subject to compliance with this Article 8, the Company may exercise its option under this Section 8.02 notwithstanding the prior exercise of its option under Section 8.03 hereof. If the Company exercises its Legal Defeasance option, each Guarantor will be released and relieved of any obligations under its Note Guarantee, and any security for the Notes (other than the trust) will be released.

Appears in 1 contract

Samples: Indenture (Carriage Services Inc)

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