Common use of Lien of Indenture Clause in Contracts

Lien of Indenture. The Indenture (excluding the Supplemental Indenture) constitutes, and at the Closing Time the Indenture will constitute, a valid first lien upon and security interest in the interest held by the Company in its property covered by the Indenture, subject to no mortgage, pledge, lien, security interest, charge or other encumbrance of any kind (collectively, “Liens”) prior to the lien of the Indenture except “permitted liens” (as defined in the Indenture) and other Liens permitted by the Indenture and to such other matters as do not materially affect the security for the Securities. The Indenture (excluding the Supplemental Indenture) by its terms effectively subjects, and at and after the Closing Time the Indenture by its terms will effectively subject, to the lien thereof all property (except property of the kinds specifically excepted from the lien of the Indenture) acquired by the Company after the date of the execution and delivery of the Indenture, subject to no Lien prior to the lien of the Indenture except (A) “permitted liens” (as defined in the Indenture), (B) any Lien thereon existing at the time of such acquisition, (C) any Lien for unpaid portions of the purchase price thereof placed thereon at the time of such acquisition, (D) with respect to real property, any Lien placed thereon following the acquisition thereof by the Company and prior to the recording and filing of a supplemental indenture or other instrument specifically describing such real property, (E) as otherwise provided in Article XII of the Indenture, (F) except for possible claims in bankruptcy and possible claims for taxes and (G) such other matters as would not materially affect the security for the Securities. At the Closing Time, the Indenture (except for the Supplemental Indenture) will have been duly recorded, and the Supplemental Indenture will have been duly filed for recordation as a mortgage of real estate, in the only counties in which any real property subject to the lien of the Indenture is located, and all requisite steps will have been taken to perfect the security interest of the Indenture in personal property of the Company; and at the Closing Time all taxes and recording and filing fees required to be paid with respect to the execution, recording or filing of the Indenture, the filing of financing statements and similar documents and the issuance of the Securities will have been paid.

Lien of Indenture. The Indenture (excluding the Supplemental IndentureSupplement) constitutes, and at the Closing Time Indenture, when the Indenture Supplement shall have been duly filed for recording and recorded, will constitute, a valid and enforceable first mortgage lien for the equal and proportionate security of the mortgage bonds issued or to be issued thereunder, upon substantially all of the physical properties of the Company (other than the Excepted Property) which are specifically described therein as subject to the lien thereof and security interest which are used or useful in the interest held conduct of the Company’s utility business in Xxxxx Xxxxxx, Xxxxx Xxxxxx, Xxxxxxxx and Iowa, free from all prior liens, charges or encumbrances other than (a) Permitted Liens (as defined in the Indenture); and (b) in the case of property acquired after the date of the original execution and delivery of the Indenture, vendors’ liens, purchase money mortgages and any other liens thereon at the time of acquisition thereof, except to the extent that enforceability of such lien may be limited by the Company effect that the law of the jurisdictions in its property which the physical properties covered thereby are located may have upon the remedies provided in the Indenture. Such limitations, however, do not make the remedies afforded inadequate for the realization of the material benefits of the security provided by the Indenture; provided that (x) enforceability of such lien may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights, and (y) the availability of specific performance, injunctive relief, or other equitable remedies is subject to no mortgage, pledge, lien, security interest, charge or other encumbrance the discretion of the court before which any kind (collectively, “Liens”) prior proceeding therefor may be brought. The after‑acquired property clause in the Indenture subjects to the lien thereof all after‑acquired utility property of the Indenture Company’s utility business in Xxxxx Xxxxxx, Xxxxx Xxxxxx, Xxxxxxxx and Iowa as provided therein (except “permitted liens” such after‑acquired property as may be deemed to be Excepted Property (as defined in the Indenture) and other Liens permitted by the Indenture and to such other matters as do not materially affect the security for the Securities. The Indenture (excluding the Supplemental Indenture) by its terms effectively subjects, and at and after the Closing Time the Indenture by its terms will effectively subject, to the lien thereof all property (except property of the kinds specifically or is otherwise expressly excepted from the lien of the Indenture) acquired by ), provided, however, that with respect to after‑acquired real property in the Company after states of Nebraska and Iowa, a supplemental indenture must be recorded in order to subject such after‑acquired property to the date of the execution and delivery Lien of the Indenture, subject to no Lien prior to the lien of the Indenture except (A) “permitted liens” (as defined in the Indenture), (B) any Lien thereon existing at the time of such acquisition, (C) any Lien for unpaid portions of the purchase price thereof placed thereon at the time of such acquisition, (D) with respect to real property, any Lien placed thereon following the acquisition thereof by the Company and prior to the recording and filing of a supplemental indenture or other instrument specifically describing such real property, (E) as otherwise provided in Article XII of the Indenture, (F) except for possible claims in bankruptcy and possible claims for taxes and (G) such other matters as would not materially affect the security for the Securities. At the Closing Time, the Indenture (except for the Supplemental Indenture) will have been duly recorded, and the Supplemental Indenture will have been duly filed for recordation as a mortgage of real estate, in the only counties in which any real property subject to the lien of the Indenture is located, and all requisite steps will have been taken to perfect the security interest of the Indenture in personal property of the Company; and at the Closing Time all taxes and recording and filing fees required to be paid with respect to the execution, recording or filing of the Indenture, the filing of financing statements and similar documents and the issuance of the Securities will have been paid.

Lien of Indenture. The Indenture (excluding the Supplemental IndentureSupplement) constitutes, and at the Closing Time Indenture, when the Indenture Supplement shall have been duly filed for recording and recorded, will constitute, a valid and enforceable first mortgage lien for the equal and proportionate security of the mortgage bonds issued or to be issued thereunder, upon and security interest in substantially all of the interest held by physical properties of the Company in its property covered by (other than the Indenture, Excepted Property) which are specifically described therein as subject to no mortgage, pledge, lien, security interest, charge or other encumbrance of any kind (collectively, “Liens”) prior to the lien thereof and which are used or useful in the conduct of the Indenture except “permitted Company’s utility business in South Dakota, North Dakota, Nebraska and Iowa, free from all prior liens” , charges or encumbrances other than (a) Permitted Liens (as defined in the Indenture); and (b) in the case of property acquired after the date of the original execution and delivery of the Indenture, vendors’ liens, purchase money mortgages and any other Liens permitted liens thereon at the time of acquisition thereof, except to the extent that enforceability of such lien may be limited by the Indenture and to such other matters as effect that the law of the jurisdictions in which the physical properties covered thereby are located may have upon the remedies provided in the Indenture. Such limitations, however, do not materially affect make the remedies afforded inadequate for the realization of the material benefits of the security for provided by the SecuritiesIndenture; provided that (x) enforceability of such lien may be limited by bankruptcy, insolvency, reorganization, moratorium or other similar laws affecting the enforcement of creditors’ rights, and (y) the availability of specific performance, injunctive relief, or other equitable remedies is subject to the discretion of the court before which any proceeding therefor may be brought. The Indenture (excluding the Supplemental Indenture) by its terms effectively subjects, and at and after the Closing Time after-acquired property clause in the Indenture by its terms will effectively subject, subjects to the lien thereof all property (except after-acquired utility property of the kinds specifically Company’s utility business in South Dakota, North Dakota, Nebraska and Iowa as provided therein (except such after-acquired property as may be deemed to be Excepted Property or is otherwise expressly excepted from the lien of the Indenture) ), provided, however, that with respect to after-acquired by real property in the Company after states of Nebraska and Iowa, a supplemental indenture must be recorded in order to subject such after-acquired property to the date of the execution and delivery Lien of the Indenture, subject to no Lien prior to the lien of the Indenture except (A) “permitted liens” (as defined in the Indenture), (B) any Lien thereon existing at the time of such acquisition, (C) any Lien for unpaid portions of the purchase price thereof placed thereon at the time of such acquisition, (D) with respect to real property, any Lien placed thereon following the acquisition thereof by the Company and prior to the recording and filing of a supplemental indenture or other instrument specifically describing such real property, (E) as otherwise provided in Article XII of the Indenture, (F) except for possible claims in bankruptcy and possible claims for taxes and (G) such other matters as would not materially affect the security for the Securities. At the Closing Time, the Indenture (except for the Supplemental Indenture) will have been duly recorded, and the Supplemental Indenture will have been duly filed for recordation as a mortgage of real estate, in the only counties in which any real property subject to the lien of the Indenture is located, and all requisite steps will have been taken to perfect the security interest of the Indenture in personal property of the Company; and at the Closing Time all taxes and recording and filing fees required to be paid with respect to the execution, recording or filing of the Indenture, the filing of financing statements and similar documents and the issuance of the Securities will have been paid.