Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously so, credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 7 contracts

Samples: Indenture (Hovnanian Enterprises Inc), Senior Subordinated Indenture (Hovnanian Enterprises Inc), Subordinated Indenture (Hovnanian Enterprises Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the ~~Trustee~~ Trustee, the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 7 contracts

Samples: Indenture (Weyerhaeuser Co), Indenture (Smart Balance, Inc.), Indenture (Smart Balance, Inc.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.14, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, (c) receive credit for Securities of such series (not previously so credited) that have been surrendered to the Issuer for conversion, or (cd) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of Securities of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities, and the amount of such mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~series of Securities, the Issuer will deliver to the Trustee a certificate of the Issuer (which need not contain the statements required by the Trust Indenture Act of 1939) signed by an officer of the Issuer who is one of the officers authorized to sign an Officers' Certificate (a) specifying the ~~portion~~ portion, if any, of the mandatory sinking fund payment to be satisfied by payment of cash and the ~~portion~~ portion, if any, to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of ~~the~~ such Securities ~~of such series to be so credited~~ has theretofore been so credited, (c) stating that no ~~defaults in the payment of interest or Events~~ Event of Default with respect to such series ~~have~~ has occurred (which ~~have~~ has not been waived or ~~cured or otherwise ceased to exist~~cured) and ~~are continuing,~~ is continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.14 to the Trustee with such ~~Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee)~~certificate. Such ~~Officers' Certificate~~ certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become ~~unconditionally~~ obligated to make all the cash payments or payments therein referred to, if ~~any~~any (which cash may be deposited with the Trustee or with one or more paying agents or, if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939), on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed ~~$50,000~~U.S.$100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two or more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for a particular series of Securities pursuant to Section 2.6), or a lesser sum if the Issuer shall so ~~request~~ request, with respect to the Securities of any particular series, such cash shall be applied by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) on the ~~next succeeding~~ sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities ~~of such series~~ at the sinking fund redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. If such amount shall be ~~$50,000~~ U.S.$100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for the particular series pursuant to Section 2.6), or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of ~~$50,000~~ U.S.$100,000, or the equivalent thereof in the relevant currency or unit or composite currency, is available. The Trustee shall select, in the manner provided in Section ~~12.2~~10.2, for redemption on such sinking fund payment ~~date a sufficient principal amount of~~ date, Securities of such series with respect to ~~absorb said cash, as nearly as may be,~~ which cash payment of the applicable sinking fund redemption price will be made and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers or other distinguishing symbols of the Securities of such series (or portions thereof) so selected. ~~The~~ If the Trustee shall be required to select Securities of any series for the sinking fund and is not acting as repository of the Register for such series, at least 60 days prior to the sinking fund payment date the Issuer shall furnish to the Trustee a current list of all Outstanding Securities of such series. Securities of any series which are (a) owned by the Issuer, the Guarantor or an entity actually known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor, as shown by the Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer, the Guarantor or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer, the Guarantor or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor, shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 10.2, except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund (and with the effect provided in Section ~~12.3~~10.3) for the redemption of Securities of such series which, if applicable, is in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) to the redemption of Securities of such series shall be added to the next cash sinking fund payment received by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) for such series and, together with such ~~payment~~payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section ~~12.5~~10.5. Any and all sinking fund ~~moneys~~ monies held by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be ~~applied~~applied by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent), together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash (or if the Issuer is acting as its own paying agent will segregate and hold in trust as required by the Trust Indenture Act of 1939) or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities (or portions thereof) to be redeemed on such sinking fund payment date. ~~The~~ Neither the Issuer nor the Trustee shall ~~not~~ redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of ~~interest~~ interest, if any, on such Securities or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph, with respect to such ~~series~~ Securities) except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee (or the Issuer if the Issuer is acting as its own paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer (or the Issuer shall have segregated) a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In Notwithstanding anything in the foregoing to the contrary, in case such default or Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.9 or the default or Event of Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 10.5 to the redemption of such Securities.

Appears in 5 contracts

Samples: Indenture (Newmont Mining Corp /De/), Indenture (Newmont Mining Corp /De/), Indenture (Newmont Mining Corp /De/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11 and, if applicable, receive credit for Securities (not previously so credited) converted into Common Stock and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the ~~Issuer~~ Company will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer (i)~~ Company that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof~~, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5~~. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or a lesser sum in Dollars or in any Foreign Currency if the ~~Issuer~~ Company shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Company’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted into Common Stock; provided that, if the Trustee is not the conversion agent for the Securities, the Company or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10, or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 5 contracts

Samples: Indenture (Warner Bros. Discovery, Inc.), Indenture (Discovery Communications, LLC), Indenture (Discovery Communications, LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 5 contracts

Samples: Subordinated Indenture (Orvet Pharmaceuticals Finance Sa), Subordinated Indenture (Orvet Pharmaceuticals Finance Sa), Senior Indenture (Orvet Pharmaceuticals Finance Sa)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 5 contracts

Samples: Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer, (b) the Guarantor or (c) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 5 contracts

Samples: Senior Indenture (AXIS Specialty Finance PLC), Subordinated Indenture (AXIS Specialty Finance PLC), Senior Indenture (Axis Capital Holdings LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver or cause to be delivered such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.2 and subject to the limitations in Section 12.4, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may bebe practicable, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Senior Indenture (Freeport McMoran Copper & Gold Inc), Senior Indenture (McMoran Exploration Co /De/), Senior Indenture (Freeport McMoran Copper & Gold Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing to the Trustee specifying such lesser amount) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by a Responsible Officer of the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be ~~added~~ applied to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before the Business Day prior to each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Senior Debt Indenture (Gazit Group Financial LLC), Subordinated Debt Indenture (Gazit Group Financial LLC), Subordinated Debt Indenture (Gazit Group Financial LLC)

Mandatory and Optional Sinking Funds. (a) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (b) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (ai) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (bii) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (ciii) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (c) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (awhich need not contain the statements required by Section 13.5) (i) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (bii) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (ciii) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (div) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i1) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii2) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (d) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. ~~The Trustee~~ Securities of such series shall ~~select,~~ be selected in the manner provided in Section ~~12.2~~14.2, for redemption on such sinking fund payment date in a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and ~~shall~~ shall, in the case of any Securities in definitive form (if requested in writing by the Issuer) ), inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (i) the Issuer, (ii) the Guarantor or (iii) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 14.2 (and with the effect provided in Section ~~12.3~~14.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (e) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date~~. The Trustee shall not redeem or cause to be redeemed any~~ . (f) No Securities of a series shall be redeemed with sinking fund ~~moneys or give~~ monies nor shall any notice of redemption of Securities for such series by operation of the sinking fund be given during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, ~~the Trustee~~ such Securities shall ~~redeem or cause to~~ be ~~redeemed such Securities~~redeemed, provided that it the Trustee shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. [Signature Page Follows]

Appears in 4 contracts

Samples: Subordinated Indenture (Enstar Finance LLC), Junior Subordinated Indenture (Enstar Group LTD), Junior Subordinated Indenture (Enstar Finance LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.10 and, if applicable, receive credit for Securities (not previously so credited) converted into Common Stock and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to for which credit will be ~~so credited~~ taken has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer ~~(i)~~ that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof~~, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5~~. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available, which delay in accordance with this paragraph shall not be a default or breach of the obligation to make such payment. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to ~~absorb said cash~~which such cash may be applied, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted into Common Stock in accordance with the terms of such Securities; provided that, if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice on or prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10, or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on ~~the next succeeding~~ such sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Indenture (Intercept Pharmaceuticals, Inc.), Exchange Agreement (Intercept Pharmaceuticals, Inc.), Subscription Agreement (Intercept Pharmaceuticals, Inc.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Senior Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the ~~Trustee~~ Securities Administrator Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the ~~Trustee~~ Securities Administrator for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the ~~Trustee~~ Securities Administrator at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Securities Administrator and the Trustee an Officers' ’ Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the ~~Trustee~~ Securities Administrator in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the ~~Trustee~~ Securities Administrator shall be delivered for cancellation pursuant to Section 2.10 to the ~~Trustee~~ Securities Administrator with such Officers~~' Certificate (or reasonably promptly thereafter if acceptable to the Trustee)~~’ Certificate. Such Officers' ’ Certificate shall be irrevocable and upon ~~its~~ the receipt thereof by the Trustee and the Issuer shall thereafter become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such Officers' ’ Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 or a lesser sum in Dollars if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The ~~Trustee~~ Securities Administrator shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Securities Administrator at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officers’ Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer,~~ Issuer (or the ~~Trustee~~Securities Administrator, ~~in the name and~~ at the expense of the ~~Issuer (~~Issuer, if the Issuer shall so request the ~~Trustee~~ Securities Administrator in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer or the Guarantor shall pay to the ~~Trustee~~ Securities Administrator in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The ~~Trustee~~ Securities Administrator shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ of which a Responsible Officer of the Securities Administrator shall have actual knowledge except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the ~~Trustee~~ Securities Administrator shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer or the Guarantor a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be ~~deemed~~ paid over to ~~have been collected under Article Five~~ the Trustee and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Indenture (Royal Bank of Scotland Group PLC), Subordinated Indenture (Abn Amro Bank Nv), Indenture (Abn Amro Bank Nv)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Senior Indenture (Morgan Stanley Capital Trust VIII), Indenture (Nvidia Corp/Ca), Senior Indenture (Morgan Stanley Dean Witter & Co)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ 45th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing to the Trustee specifying such lesser amount) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by a Responsible Officer of the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officer’s Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be ~~added~~ applied to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before the Business Day prior to each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ delivery of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

Samples: Senior Indenture (Teva Pharmaceutical Finance Co B.V.), Senior Indenture (Teva Pharmaceutical Finance Co B.V.), Subordinated Indenture (Teva Pharmaceutical Finance Co B.V.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Debt Securities of any ~~series~~ series, resolution of the Board of Directors or a supplemental Indenture is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Debt Securities of any ~~series~~ series, resolution of the Board of Directors or a supplemental Indenture is herein referred to as an "optional sinking fund payment~~." The date on which a sinking fund payment is to be made is herein referred to as~~ ". Unless otherwise specified in the ~~"sinking fund payment date." In~~ terms of Debt Securities of any series or the related resolution or supplemental indenture, in lieu of making all or any part of any mandatory sinking fund payment with respect to any Debt Securities of such series ~~of Securities~~ in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Debt Securities of ~~such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such~~ that series (~~not previously so credited~~together with the unmatured Coupons, if any, appertaining thereto) theretofore purchased or otherwise acquired ~~(except as aforesaid)~~ by the ~~Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10,~~ Company or (b) receive credit for the principal amount of Debt Securities of that series which have been redeemed either at the election of the Company pursuant to the terms of such Debt Securities or through the application of permitted optional sinking fund payments ~~(not previously so, credited) made~~ pursuant to ~~this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in~~ the terms of such ~~series~~Debt Securities, resolution or supplemental Indenture; provided, that such Debt Securities have not been previously so credited. Such Debt Securities ~~so delivered or credited~~ shall be received or and credited for such purpose by the Trustee at the ~~sinking fund~~ redemption price specified in such Debt Securities~~. On~~ , resolution or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, supplemental Indenture for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by through operation of the sinking fund ~~during~~ and the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance amount of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the default cured on or before the 60th day preceding the mandatory sinking fund payment ~~date in any year, such moneys~~ shall ~~thereafter~~ be ~~applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities~~reduced accordingly.

Appears in 4 contracts

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

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Debt Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Debt Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Debt Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Debt Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Debt Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Debt Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Debt Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Debt Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Debt Securities of such series and the basis for such credit, (b) stating that none of the specified Debt Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Debt Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Debt Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers'~~ Officer’s Certificate and Debt Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Debt Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Debt Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Debt Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Debt Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Debt Securities of such series (or portions thereof) so selected. Debt Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers’ Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Debt Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Debt Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Debt Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Debt Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Debt Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Debt Securities of such series at maturity. On or before 10:00 a.m. New York City time on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Debt Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Debt Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Debt Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Debt Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Debt Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Debt Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Debt Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Debt Securities.

Appears in 4 contracts

Samples: Subordinated Indenture (CVS HEALTH Corp), Senior Indenture (CVS Corp), Subordinated Indenture (CVS Caremark Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.10 and, if applicable, receive credit for Securities (not previously so credited) converted into Common Stock and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer ~~(i)~~ that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof~~, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5~~. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or a lesser sum in Dollars or in any Foreign Currency if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted into Common Stock; provided that, if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10, or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 4 contracts

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

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities~~. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate~~ . (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in United States Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the ~~Issuer~~ Company shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Company or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the ~~stated maturity~~ Stated Maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at ~~maturity~~its Stated Maturity. On or before each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. ARTICLE FOUR

Appears in 4 contracts

Samples: Senior Indenture (Lexar Media Inc), Senior Indenture (Handspring Inc), Senior Indenture (Transmeta Corp)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date"." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Nationwide Financial Services Inc/), Senior Indenture (Nationwide Financial Services Inc/), Subordinated Indenture (Nationwide Financial Services Inc/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' ’ Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before 9:00 A.M. on each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc)

Appears in 3 contracts

Samples: Indenture (Mediaone Group Inc), Indenture (Comcast Mo Group Inc), Indenture (Comcast Mo Group Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Defaults or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any ~~Event of~~ Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or ~~Event of~~ Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or ~~Event of~~ Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such ~~Event of~~ Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no ~~defaults~~ Defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid ~~which~~ that have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable ~~and~~ and, upon its receipt by the ~~Trustee~~ Trustee, the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this Section ~~12.5~~3.05. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The Issuer~~Securities shall be excluded from eligibility for redemption under this Section 3.05 if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially, and not pledged or hypothecated, by either (a) the Company, (b) the Guarantor or (c) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company or the Guarantor. The Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Seven and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 7.04 or the ~~default~~ Default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 3.05 to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Glaxosmithkline PLC), Indenture (Glaxosmithkline Capital Inc), Indenture (Glaxosmithkline Capital Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 10.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the ~~Trustee~~ Trustee, the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 or a lesser sum in Dollars if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, ~~provided~~ PROVIDED, that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Exelon Generation Co LLC), Indenture (Exelon Generation Co LLC), Indenture (Exelon Generation Co LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities of a series in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired ~~(except upon redemption pursuant to the mandatory sinking fund)~~ by the ~~Issuer~~ Company or receive credit for the principal amount of Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5,~~ or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer through any optional redemption provision contained in~~ Company at the option of the Company pursuant to the terms of such ~~series~~Securities or through any optional sinking fund payment pursuant to the terms of such Securities. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such ~~Securities~~Securities and the amount of mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer will~~ Trustee, the Company shall deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such ~~credit,~~ credit and (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such ~~series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date~~series. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become ~~unconditionally~~ obligated to make all the cash ~~payments~~ payments, delivery of Securities or ~~payments~~ crediting therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' ’ Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a ~~default~~ Default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer will~~ Company shall make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or ~~optional or both~~optional) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 or the equivalent in foreign currency if to be paid out in such currency (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest~~interest thereon to, ~~if any~~but excluding, to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. ~~The~~ If the Securities are held by a Depositary, the applicable operational procedures of the Depositary for selection of Securities for redemption will apply. If the Securities are not held by a Depositary, the Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers’ Certificate as being an Affiliate of the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, ~~and interest~~premium, if any, and interest on, the Securities of such series at maturity. On or before 10:00 a.m. New York City time on each sinking fund payment date or, in the case of Unregistered Securities, 10:00 a.m. New York City time on the Business Day prior to the sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest~~interest accrued to, ~~if any~~but excluding, ~~accrued to~~ the date fixed for redemption on Securities or portions thereof to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default~~ Default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Td Ameritrade Holding Corp), Indenture (TD AMERITRADE Online Holdings Corp.), Indenture (TD AMERITRADE Online Holdings Corp.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable ~~and~~ and, upon its receipt by the ~~Trustee~~ Trustee, the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' ’ Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The Issuer~~Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company, (b) the Guarantor or (c) an entity specifically identified in such Officers’ Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company or the Guarantor. The Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 7 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 7.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Guaranteed Indenture (Credit Suisse Group), Subordinated Indenture (Credit Suisse Group), Subordinated Indenture (Credit Suisse Group)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any ~~series~~ Series of Securities in cash, the ~~Issuer~~ Company or the Guarantor may at its option (a) deliver to the Trustee Securities of such ~~series~~ Series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or the Guarantor or receive credit for Securities of such ~~series~~ Series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company or the Guarantor and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such ~~series~~ Series (not previously so credited) redeemed by the ~~Issuer~~ Company or the Guarantor through any optional redemption provision contained in the terms of such ~~series~~Series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ forty-fifth day next preceding each sinking fund payment date for any ~~series~~Series of Securities, the ~~Issuer~~ Company or the Guarantor will deliver to the Trustee a written statement (which need not contain the statements required by Section 11.5) signed by an ~~Officers' Certificate~~ Officer of the Company or the Guarantor, as the case may be, (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash in the currency in which the Securities of such Series are payable (except as otherwise specified pursuant to Section 2.3 for the Securities of such Series and except as provided in Section 2.12(b), (d) and (e) hereof), and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~Series, (b) stating that none of the Securities of such ~~series to be so credited~~ Series has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such ~~series~~ Series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are continuing, ~~and~~ (d) stating whether or not the ~~Issuer~~ Company or the Guarantor, as the case may be, intends to exercise its right to make an optional sinking fund payment with respect to such ~~series~~ Series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company or the Guarantor, as the case may be, intends to pay on or before the next succeeding sinking fund payment date and (e) specifying such sinking fund payment date. Any Securities of such ~~series~~ Series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company or the Guarantor, as the case may be, to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company and the Guarantor shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company or the Guarantor, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company or the Guarantor (i) that the mandatory sinking fund payment for such ~~series~~ Series due on the next succeeding sinking fund payment date shall be paid entirely in cash (in the currency described above) without the option to deliver or credit Securities of such ~~series~~ Series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company or the Guarantor will make no optional sinking fund payment with respect to such ~~series~~ Series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash (in the currency described above) on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000~~100,000, or the equivalent in the currency in which the Securities of such Series are payable (or a lesser sum if the ~~Issuer~~ Company or the Guarantor shall so ~~request~~ request) with respect to the Securities of any particular ~~series~~Series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such ~~series~~ Series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $~~50,000~~ 100,000, or the equivalent in the currency in which the Securities of such Series are payable, or less and the ~~Issuer~~ Company or the Guarantor makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $~~50,000~~ 100,000, or the equivalent in the currency in which the Securities of such Series are payable, is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such ~~series~~ Series to absorb said cash, as nearly as may bebe possible, and shall (if requested in writing by the ~~Issuer~~Company or the Guarantor) inform the ~~Issuer~~ Company or the Guarantor of the serial numbers of the Securities of such ~~series~~ Series (or portions thereof) so selected. ~~The Issuer~~Securities of any Series which are identified by registration and certificate number in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Company, the Guarantor or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Company or the Guarantor shall be excluded from Securities of such Series eligible for selection for redemption. The Trustee, in the name and at the expense of the ~~Issuer~~ Company or the Guarantor (or the Company or the Guarantor, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such ~~series~~ Series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such ~~series~~ Series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such ~~series~~ Series shall be added to the next cash sinking fund payment for such ~~series~~ Series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the ~~stated maturity~~ Stated Maturity date of the Securities of any particular ~~series~~ Series (or earlier, if such ~~maturity~~ Maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ Series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such ~~series~~ Series at ~~maturity~~Maturity. On The Trustee shall not convert any currency in which the Securities of such Series are payable for the purposes of such sinking fund application unless specifically requested to do so by the Company or ~~before each~~ the Guarantor, and any such conversion agreed to by the Trustee in response to such request shall be for the account and at the expense of the Company or the Guarantor and shall not affect the Company’s or the Guarantor’s obligation to pay the Holders in the currency to which such Holder may be entitled. Not later than 9:00 a.m., New York time, on the sinking fund payment date, the ~~Issuer~~ Company or the Guarantor shall ~~pay~~ have paid to the Trustee in cash (in the currency described in the third paragraph of this Section 12.5) or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a ~~series~~ Series with sinking fund moneys or ~~give~~ mail or publish any notice of redemption of Securities for such ~~series~~ Series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing or publication of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company or the Guarantor a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such ~~series~~ Series at the time when any such ~~default or~~ Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default or~~ Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Max USA Holdings Ltd.), Subordinated Indenture (Max USA Holdings Ltd.), Indenture (Max Re Capital LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If ~~the~~ any sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is ~~available~~available together with accrued interest to the date fixed for redemption. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities of any series which are identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The ~~Issuer,~~ Issuer or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in ~~substantially~~ the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect~~ if the Trustee has received written notice thereof at least three Business Days prior to ~~such series~~ any payment hereunder except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject~~ if the Trustee has received written notice of such default or Event of Default at least three Business Days prior to ~~Article Thirteen~~any payment hereunder, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this ~~Section~~ section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Comcast Cable Communications LLC), Indenture (Comcast Corp), Indenture (Comcast Cable Communications Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' ’ Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before 9:00 A.M. on each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Orbotech LTD), Subordinated Indenture (Orbotech LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "~~mandatory sinking fund payment,"~~ MANDATORY SINKING FUND PAYMENT", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "~~optional sinking fund payment."~~ OPTIONAL SINKING FUND PAYMENT". The date on which a sinking fund payment is to be made is herein referred to as the "~~sinking fund payment date."~~ SINKING FUND PAYMENT DATE". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and ~~shall~~ not pledged or hypothecated by either (~~if requested~~ a) the Company or (b) an entity specifically identified in ~~writing~~ such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the ~~Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected~~Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m. New York City time on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Choice One Communications Inc), Senior Subordinated Indenture (Choice One Communications Inc), Senior Indenture (Choice One Communications Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Subordinated Indenture (Credit Suisse First Boston Usa Inc), Subordinated Indenture (Credit Suisse First Boston Usa Inc), Senior Indenture (Credit Suisse First Boston Usa Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any ~~series~~ Series of Securities in cash, the ~~Issuer~~ Company or the Guarantor may at its option (a) deliver to the Trustee Securities of such ~~series~~ Series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or the Guarantor or receive credit for Securities of such ~~series~~ Series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company or the Guarantor and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such ~~series~~ Series (not previously so credited) redeemed by the ~~Issuer~~ Company or the Guarantor through any optional redemption provision contained in the terms of such ~~series~~Series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ forty-fifth day next preceding each sinking fund payment date for any ~~series~~Series of Securities, the ~~Issuer~~ Company or the Guarantor will deliver to the Trustee a written statement (which need not contain the statements required by Section 11.5) signed by an ~~Officers' Certificate~~ Officer of the Company or the Guarantor, as the case may be, (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash in the Currency in which the Securities of such Series are payable (except as otherwise specified pursuant to Section 2.3 for the Securities of such Series and except as provided in Section 2.12(b), (d) and (e) hereof), and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~Series, (b) stating that none of the Securities of such ~~series to be so credited~~ Series has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such ~~series~~ Series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are continuing, ~~and~~ (d) stating whether or not the ~~Issuer~~ Company or the Guarantor, as the case may be, intends to exercise its right to make an optional sinking fund payment with respect to such ~~series~~ Series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company or the Guarantor, as the case may be, intends to pay on or before the next succeeding sinking fund payment date and (e) specifying such sinking fund payment date. Any Securities of such ~~series~~ Series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company or the Guarantor, as the case may be, to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement on or before said forty-fifth day (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company and the Guarantor shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company or the Guarantor, on or before any such ~~60th~~ forty-fifth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company or the Guarantor (i) that the mandatory sinking fund payment for such ~~series~~ Series due on the next succeeding sinking fund payment date shall be paid entirely in cash (in the Currency described above) without the option to deliver or credit Securities of such ~~series~~ Series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company or the Guarantor will make no optional sinking fund payment with respect to such ~~series~~ Series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash (in the Currency described above) on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000~~100,000, or the equivalent in the Currency in which the Securities of such Series are payable (or a lesser sum if the ~~Issuer~~ Company or the Guarantor shall so ~~request~~ request) with respect to the Securities of any particular ~~series~~Series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such ~~series~~ Series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $~~50,000~~ 100,000, or the equivalent in the Currency in which the Securities of such Series are payable, or less and the ~~Issuer~~ Company or the Guarantor makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $~~50,000~~ 100,000, or the equivalent in the Currency in which the Securities of such Series are payable, is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such ~~series~~ Series to absorb said cash, as nearly as may bebe possible, and shall (if requested in writing by the ~~Issuer~~Company or the Guarantor) inform the ~~Issuer~~ Company or the Guarantor of the serial numbers of the Securities of such ~~series~~ Series (or portions thereof) so selected. Securities of any Series which are identified by registration and certificate number in an Officers’ Certificate at least 45 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Company, the Guarantor or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Company or the Guarantor shall be excluded from Securities of such Series eligible for selection for redemption. The ~~Issuer,~~ Company or the Guarantor (or the Trustee, in the name and at the expense of the ~~Issuer (~~Company or the Guarantor if ~~the Issuer~~ it shall so request of the Trustee in writing) shall cause notice of redemption of the Securities of such ~~series~~ Series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such ~~series~~ Series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such ~~series~~ Series shall be added to the next cash sinking fund payment for such ~~series~~ Series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the ~~stated maturity~~ Stated Maturity date of the Securities of any particular ~~series~~ Series (or earlier, if such ~~maturity~~ Maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ Series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such ~~series~~ Series at ~~maturity~~Maturity. On The Trustee shall not convert any Currency in which the Securities of such Series are payable for the purposes of such sinking fund application unless specifically requested to do so by the Company or ~~before each~~ the Guarantor, and any such conversion agreed to by the Trustee in response to such request shall be for the account and at the expense of the Company or the Guarantor and shall not affect the Company’s or the Guarantor’s obligation to pay the Holders in the Currency to which such Holder may be entitled. Not later than 10:00 a.m., New York time, on the sinking fund payment date, the ~~Issuer~~ Company or the Guarantor shall ~~pay~~ have paid to the Trustee in cash (in the Currency described in the third paragraph of this Section 12.5) or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a ~~series~~ Series with sinking fund moneys or ~~give~~ mail or publish any notice of redemption of Securities for such ~~series~~ Series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing or publication of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company or the Guarantor a sum sufficient for such ~~redemption~~redemption in immediately available funds. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such ~~series~~ Series at the time when any such ~~default or~~ Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default or~~ Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ forty-fifth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Markel Corp), Senior Indenture (ALTERRA CAPITAL HOLDINGS LTD), Senior Indenture (Alterra Finance LLC)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. . (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities shall be excluded from eligibility for redemption under this Section 12.5 if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer, (b) the Guarantor or (c) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 12.5 to the redemption of such Securities.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Axis Capital Holdings LTD), Junior Subordinated Indenture (AXIS Specialty Finance LLC), Subordinated Indenture (AXIS Specialty Finance LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Non-U.S. Currency) or a lesser sum in Dollars (or the equivalent thereof in any Non-U.S. Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Non-U.S. Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Non-U.S. Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer or the Guarantors shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer or the Guarantors a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Abn Amro Bank Nv), Subordinated Indenture (Abn Amro Bank Nv), Senior Indenture (Bank of America Corp /De/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a ~~"mandatory sinking fund payment,"~~ “Mandatory Sinking Fund Payment”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an ~~"optional sinking fund payment."~~ “Optional Sinking Fund Payment”. The date on which a sinking fund payment is to be made is herein referred to as the ~~"sinking fund payment date."~~ “Sinking Fund Payment Date”. In lieu of making all or any part of any ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for ~~optional sinking fund payments~~ Optional Sinking Fund Payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each ~~sinking fund payment date~~ Sinking Fund Payment Date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an ~~optional sinking fund payment~~ Optional Sinking Fund Payment with respect to such series and, if so, specifying the amount of such ~~optional sinking fund payment~~ Optional Sinking Fund Payment which the Issuer intends to pay on or before the next succeeding ~~sinking fund payment date~~Sinking Fund Payment Date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding ~~sinking fund payment date~~Sinking Fund Payment Date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment for such series due on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no ~~optional sinking fund payment~~ Optional Sinking Fund Payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such ~~sinking fund payment date~~ Sinking Fund Payment Date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officer’s Certificate at least 60 days prior to the Sinking Fund Payment Date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each ~~sinking fund payment date~~Sinking Fund Payment Date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such sinking fund payment date~~the next following Sinking Fund Payment Date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the ~~sinking fund payment date~~ Sinking Fund Payment Date in any year, such moneys shall thereafter be applied on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Senior Indenture (Orix Corp), Senior Indenture (Orix Corp), Senior Indenture (Orix Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.10 and, if applicable, receive credit for convertible Securities (not previously so credited) converted in accordance with their terms and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. ~~On or before the 60th day next preceding~~ Not less than 60 days prior to each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, ~~on or before any~~ at least 60 days prior to such ~~60th day~~sinking fund payment date, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is availableSection. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Register, and not known to the Trustee to have been pledged or ~~the Trustee, in the name and at the expense of~~ hypothecated by the Issuer or any such entity or (if b) identified in an Officer’s Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall ~~so request the Trustee in writing) shall cause~~ be excluded from Securities of such series eligible for selection for redemption. The notice of redemption of the Securities of such series to be redeemed shall be prepared and given by the Issuer or, at the Issuer’s request, prepared by the Issuer and given by the Trustee in the name and at the expense of the Issuer in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ amounts held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other ~~moneys~~amounts, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any convertible Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted in accordance with their terms; provided, that, if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ amounts or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ amounts in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ amounts thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such ~~moneys~~ amounts shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this ~~Section~~ section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Affymetrix Inc), Indenture (Affymetrix Inc), Subordinated Indenture (Affymetrix Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of ~~interest~~ interest, if any, or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in ~~Section 12.2~~Sections 11.02 and 11.04, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer,~~ Issuer or the Trustee, if so requested by the Issuer and in the name and at the expense of the ~~Issuer (if the Issuer shall so request the Trustee in writing)~~ Issuer, shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect~~ (of which the Trustee is deemed to ~~such series~~ have knowledge of) except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ the supplemental indenture, Officer’s Certificate or Board Resolution specifying the terms of Securities or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Nokia Corp), Indenture (Nokia Corp), Indenture (Nokia Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust XI), Junior Subordinated Indenture (Morgan Stanley Dean Witter & Co), Junior Subordinated Indenture (Pxre Capital Trust Iv)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.10 and, if applicable, receive credit for Securities (not previously so credited) converted into Common Stock and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or a lesser sum in Dollars or in any Foreign Currency if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted into Common Stock; provided, that, if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10, or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Idex Corp /De/), Indenture (Idex Corp /De/), Indenture (Allied Air Enterprises Inc.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any ~~series~~ Series of Securities in cash, the Issuer may at its option ~~(a)~~ deliver to the Trustee Securities of such ~~series~~ Series (together with the unmatured Coupons, if any, appertaining thereto) theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such ~~series~~ Series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such ~~series~~ Series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such ~~series~~Series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~Series of Securities, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 11.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash in the currency or currency unit in which the Securities of such Series and Coupons, if any, appertaining thereto are payable (except as otherwise specified pursuant to Section 2.03 for the Securities of such Series and except as provided in Section 2.12(b), (e) and (f) hereof), and the portion to be satisfied by delivery or credit of Securities of such ~~series and the basis for such credit~~Series, (b) stating that none of the Securities of such ~~series to be so credited~~ Series for which credit is sought has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such ~~series~~ Series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are continuing, ~~and~~ (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such ~~series~~ Series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date and (e) specifying such sinking fund payment date. Any Securities of such ~~series~~ Series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such ~~series~~ Series due on the next succeeding sinking fund payment date shall be paid entirely in cash (in the currency or currency unit described above) without the option to deliver or credit Securities of such ~~series~~ Series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such ~~series~~ Series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash (in the currency or currency unit described above) on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000~~100,000, or the equivalent in the currency or currency unit in which the Securities of such Series are payable (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular ~~series~~Series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such ~~series~~ Series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $~~50,000~~ 100,000, or the equivalent in the currency or currency unit in which the Securities of such Series are payable, or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $~~50,000~~ 100,000, or the equivalent in the currency or currency unit in which the Securities of such Series are payable, is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02 and giving effect to any exclusions required pursuant to Section 12.04, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such ~~series~~ Series to absorb said cash, as nearly as may bebe possible, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such ~~series~~ Series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such ~~series~~ Series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such ~~series in part~~ Series at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such ~~series~~ Series shall be added to the next cash sinking fund payment for such ~~series~~ Series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular ~~series~~ Series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ Series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such ~~series~~ Series at maturity. ~~On or before each~~ Unless otherwise specified pursuant to Section 2.03, (a) in the case of Securities for which a place of payment is located outside the United States of America, not later than the Business Day immediately prior to the sinking fund payment date, unless otherwise agreed by the Issuer and the Trustee, and (b) in the case of all other Securities, not later than 10:00 a.m., New York City time, on the sinking fund payment date, the Issuer shall ~~pay~~ have paid to the Trustee in cash (in the currency or currency unit described in the third paragraph of this Section 12.05) or shall otherwise provide for the payment of all ~~interest, if any,~~ principal and interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a ~~series~~ Series with sinking fund moneys or ~~give~~ mail or publish any notice of redemption of Securities for such ~~series~~ Series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing or publication of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such ~~series~~ Series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Indenture (Whirlpool Corp /De/), Indenture (Whirlpool Corp /De/), Indenture (Whirlpool Finance Luxembourg S.A.R.L.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Subordinated Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Subordinated Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Subordinated Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Subordinated Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or receive credit for Subordinated Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Subordinated Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional redemption provision contained in the terms of such series. Subordinated Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Subordinated Securities~~. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate~~ . (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Subordinated Securities of such series and the basis for such credit, (b) stating that none of the Subordinated Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Subordinated Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Subordinated Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Subordinated Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in United States Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the ~~Issuer~~ Company shall so request with respect to the Subordinated Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Subordinated Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Subordinated Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Subordinated Securities of such series (or portions thereof) so selected. Subordinated Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Company or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Subordinated Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Subordinated Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Subordinated Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the ~~stated maturity~~ Stated Maturity date of the Subordinated Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Subordinated Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Subordinated Securities of such series at ~~maturity~~its Stated Maturity. On or before each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Subordinated Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Subordinated Securities of a series with sinking fund moneys or give any notice of redemption of Subordinated Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Subordinated Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Subordinated Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Subordinated Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Subordinated Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Subordinated Securities.. ARTICLE FOUR

Appears in 3 contracts

Samples: Subordinated Indenture (Lexar Media Inc), Subordinated Indenture (Flextronics International LTD), Subordinated Indenture (Lexar Media Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (awhich need not contain the statements required by Section 11.05)(a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Defaults or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any ~~Event of~~ Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or ~~Event of~~ Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or ~~Event of~~ Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such ~~Event of~~ Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 3 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Mandatory and Optional Sinking Funds. (a) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” (b) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (ai) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (bii) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (ciii) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (c) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (awhich need not contain the statements required by Section 11.5) (i) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (bii) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (ciii) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (div) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (iA) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (iiB) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (d) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (i) the Issuer or (ii) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (e) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (f) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Greenlight Capital Re, Ltd.), Subordinated Indenture (Greenlight Capital Re, Ltd.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.12, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of Securities of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities, and the amount of such mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~series of Securities, the Issuer will deliver to the Trustee a certificate of the Issuer (which need not contain the statements required by the Trust Indenture Act of 1939) signed by an officer of the Issuer who is one of the officers authorized to sign an Officers' Certificate (a) specifying the ~~portion~~ portion, if any, of the mandatory sinking fund payment to be satisfied by payment of cash and the ~~portion~~ portion, if any, to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of ~~the~~ such Securities ~~of such series to be so credited~~ has theretofore been so credited, (c) stating that no ~~defaults in the payment of interest or Events~~ Event of Default with respect to such series ~~have~~ has occurred (which ~~have~~ has not been waived or ~~cured or otherwise ceased to exist~~cured) and ~~are continuing,~~ is continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.12 to the Trustee with such ~~Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee)~~certificate. Such ~~Officers' Certificate~~ certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become ~~unconditionally~~ obligated to make all the cash payments or payments therein referred to, if ~~any~~any (which cash may be deposited with the Trustee or with one or more paying agents or, if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939), on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed U.S. $~~50,000~~100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for a particular series of Securities pursuant to Section 2.5), or a lesser sum if the Issuer shall so ~~request~~ request, with respect to the Securities of any particular series, such cash shall be applied by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) on the ~~next succeeding~~ sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities ~~of such series~~ at the sinking fund redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. If such amount shall be U.S. $~~50,000~~ 100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for the particular series pursuant to Section 2.5), or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of U.S. $~~50,000~~ 100,000, or the equivalent thereof in the relevant currency or unit or composite currency, is available. The Trustee shall select, in the manner provided in Section ~~12.2~~10.2, for redemption on such sinking fund payment ~~date a sufficient principal amount of~~ date, Securities of such series with respect to ~~absorb said cash, as nearly as may be,~~ which cash payment of the applicable sinking fund redemption price will be made and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers or other distinguishing symbols of the Securities of such series (or portions thereof) so selected. ~~The~~ If the Trustee shall be required to select Securities of any series for the sinking fund and is not acting as repository of the Register for such series, at least 60 days prior to the sinking fund payment date the Issuer shall furnish to the Trustee a current list of all Outstanding Securities of such series. Securities of any series which are (a) owned by the Issuer or an entity actually known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 10.2, except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund (and with the effect provided in Section ~~12.3~~10.3) for the redemption of Securities of such series which, if applicable, is in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated by the Trustee to the redemption of Securities of such series shall be added to the next cash sinking fund payment received by the Trustee for such series and, together with such ~~payment~~payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section ~~12.5~~10.5. Any and all sinking fund moneys held by the Trustee on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be ~~applied~~applied by the Trustee, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities (or portions thereof) to be redeemed on such sinking fund payment date. ~~The~~ Neither the Issuer nor the Trustee shall ~~not~~ redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of ~~interest~~ interest, if any, on such Securities or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph, with respect to such ~~series~~ Securities) except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee (or the Issuer if the Issuer is acting as its own paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In Notwithstanding anything in the foregoing to the contrary, in case such default or Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.9 or the default or Event of Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 10.5 to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Debt Indenture (Stolt Offshore S A), Subordinated Debt Indenture (Stolt Offshore S A)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5,~~ or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 14.5) (a) specifying the portion of the mandatory sinking fund payment due on such date to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred and are continuing (which have not been waived or ~~cured or otherwise ceased to exist~~cured) ~~and are continuing,~~ and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment on such date with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be so credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be ~~irrevocable~~ irrevocable, and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or ~~payments~~ other deliveries therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and ~~Securities (subject to the parenthetical clause in the second preceding sentence)~~ securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such ~~date~~60th day, the irrevocable election of the Issuer that (i) ~~that~~ the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) ~~that~~ the Issuer will make no optional sinking fund payment with respect to such series on such date as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000, or a lesser sum~~ 50,000 and if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the applicable sinking fund redemption ~~price~~ price, together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it such amount shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 40 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officers' Certificate as an Affiliate of the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of ~~any~~ a particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal ~~of,~~ of and ~~interest, if any, on,~~ interest on the Securities of such series at maturity. On Unless otherwise provided for, on or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed ~~any~~ Securities of a any series with sinking fund moneys or give any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund for such series during the continuance ~~of a default in payment of interest on such Securities or~~ of any Event of Default with respect to such series except that, ~~where the giving of~~ if notice of redemption of any Securities of such series shall theretofore have been ~~made~~given, the Trustee shall redeem or cause to be redeemed such Securities, provided that it the Trustee or one or more paying agents shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such ~~default or~~ Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default or~~ Event of Default, be deemed to have been collected under Article Five and held for the payment of all Securities of such ~~Securities~~series. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or ~~the default~~ such Event of Default cured on or before the 60th day preceding ~~the~~ any sinking fund payment ~~date in any year~~date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of Securities of such ~~Securities.~~series. ARTICLE TWELVE

Appears in 2 contracts

Samples: Indenture (Consumers Power Co Financing I), Indenture (CMS Energy Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer or converted and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment ~~which~~ that the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid ~~which~~ that have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer's obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted; provided, that if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Prepaid Security Indenture (Sunamerica Inc), Prepaid Security Indenture (Sunamerica Capital Trust Vi)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (a) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Abn Amro Bank Nv), Subordinated Indenture (Abn Amro Bank Nv)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.12, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities, and the amount of such mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~series of Securities, the Issuer will deliver to the Trustee a certificate of the Issuer (which need not contain the statements required by the Trust Indenture Act of 1939) signed by an officer of the Issuer who is one of the officers authorized to sign an Officers' Certificate (a) specifying the ~~portion~~ portion, if any, of the mandatory sinking fund payment to be satisfied by payment of cash and the ~~portion~~ portion, if any, to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of ~~the~~ such Securities ~~of such series to be so credited~~ has theretofore been so credited, (c) stating that no ~~defaults in the payment of interest or Events~~ Event of Default with respect to such series ~~have~~ has occurred (which ~~have~~ has not been waived or ~~cured or otherwise ceased to exist~~cured) and ~~are~~ is continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.12 to the Trustee with such ~~Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee)~~certificate. Such ~~Officers' Certificate~~ certificate shall be irrevocable and upon its receipt by the ~~Trustee~~ Trustee, the Issuer shall become ~~unconditionally~~ obligated to make all the cash payments or payments therein referred to, if ~~any~~any (which cash may be deposited with the Trustee or with one or more paying agents, or, if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939), on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ certificate and ~~Securities (subject to the parenthetical clause in the second preceding sentence)~~ securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed U.S. $~~50,000~~100,000 in respect of Securities issued in the United States or Cdn.$100,000 in respect of Securities issued in Canada or, if payments on Securities of such series are to be made in a currency other than U.S. dollars or Canadian dollars or in units or composites of two or more currencies, the equivalent thereof in the relevant currency or unit or composite currency (or such other amount as is specified for a particular series of Securities pursuant to Section 2.5), or a lesser sum if the Issuer shall so ~~request~~ request, with respect to the Securities of any particular series, such cash shall be applied by the Trustee (or by the Issuer or the Guarantor if the Issuer or the Guarantor is acting as paying agent) on the ~~next succeeding~~ sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities ~~of such series~~ at the sinking fund redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. If such amount shall be U.S. $~~50,000~~ 100,000 in respect of Securities issued in the United States or Cdn.$100,000 in respect of Securities issued in Canada or if payments on Securities of such series are to be made in a currency other than U.S. dollars or Canadian dollars, as the case may be, or in units or composites of two or more currencies, the equivalent thereof in the relevant currency or unit or composite currency (or such other amount as is specified for the particular series pursuant to Section 2.5), or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of U.S. $~~50,000~~ 100,000 in respect of Securities issued in the United States or Cdn.$100,000 in respect of Securities issued in Canada, or the equivalent thereof in the relevant currency or unit or composite currency, is available. The Trustee shall select, in the manner provided in Section ~~12.2~~10.2, for redemption on such sinking fund payment date ~~a sufficient principal amount of~~ Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers or other distinguishing symbols of the Securities of such series (or portions thereof) so selected. ~~The~~ If the Trustee shall be required to select Securities of any series for the sinking fund and is not acting as repository of the Register for such series, at least 60 days prior to the sinking fund payment date, the Issuer shall furnish to the Trustee a current list of all Outstanding Securities of such series. Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity, or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 10.2, except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund (and with the effect provided in Section ~~12.3~~10.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) to the redemption of Securities of such series shall be added to the next cash sinking fund payment received by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) for such series and, together with such ~~payment~~payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section ~~12.5~~10.5. Any and all sinking fund moneys held by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be ~~applied~~applied by the Trustee (or by the Issuer or the Guarantor if the Issuer or the Guarantor is acting as paying agent), together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash (or if the Issuer is acting as its own paying agent will segregate and hold in trust as required by the Trust Indenture Act of 1939) or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities (or portions thereof) to be redeemed on such sinking fund payment date. ~~The~~ Neither the Issuer nor the Trustee shall ~~not~~ redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of ~~interest~~ interest, if any, on such Securities or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph, with respect to such ~~series~~ Securities) except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee (or the Issuer or the Guarantor if the Issuer or the Guarantor is acting as paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer (or the Issuer shall have segregated) a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In Notwithstanding anything in the foregoing to the contrary, in case such default or Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.9 or the default or Event of Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 10.5 to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Textron Financial Canada Funding Corp), Indenture (Textron Financial Canada Funding Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ” The last date on which a sinking fund payment ~~is to~~ may be made in each year is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, or (b~~) receive credit for optional sinking fund payments (not previously so, credited) made pursuant to this Section 12.5, or (c~~) receive credit for Securities of such series (not previously so credited) redeemed by either at the election of the Issuer ~~through any optional redemption provision contained in~~ pursuant to the terms of such ~~series~~Securities or through the application of permitted optional sinking fund payments pursuant to the terms of such Securities. Securities so delivered or credited shall be received or and credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ 45th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 11.5) signed by an ~~Officers' Certificate~~ Officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by delivery and credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series to be so delivered and credited has theretofore been so delivered and credited, (c) stating that no ~~defaults in the payment of interest or~~ Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make ~~all~~ the cash ~~payments~~ payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ 45th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) ~~to be~~ made in cash ~~on the next succeeding sinking fund payment date~~ plus any unused balance of any preceding sinking fund payments made in ~~cash~~ funds shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such ~~cash~~ funds shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. ~~The Trustee~~ Securities shall ~~select~~be selected, in the manner provided in Section 12.2, for redemption on such sinking fund payment date so that a sufficient principal amount of Securities of such series to shall absorb said ~~cash~~funds, as nearly as may be, and the Trustee shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment ~~for such series~~ and, together with such payment, shall be applied in accordance with the provisions of this Section ~~12.5~~12.4. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, ~~and interest~~premium, if any, and interest on, the Securities of such series at maturity. On or ~~before~~ prior to each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest~~interest accrued to, ~~if any~~but not including, ~~accrued to~~ the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ send any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ sending of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all Securities of such ~~Securities~~series. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ 45th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Air Products & Chemicals Inc /De/), Indenture (Air Products & Chemicals Inc /De/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ” In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable ~~and~~ and, upon its receipt by the ~~Trustee~~ Trustee, the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' ’ Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers’ Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Credit Suisse (Usa) Inc), Subordinated Indenture (Credit Suisse (Usa) Inc)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. . (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities shall be excluded from eligibility for redemption under this Section 12.5 if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer, (b) the Guarantor or (c) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.in

Appears in 2 contracts

Samples: Junior Subordinated Indenture (AXIS Specialty Finance LLC), Subordinated Indenture (AXIS Specialty Finance LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the ~~Trustee~~ Trustee, the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000~~50,000 (or the equivalent thereof in any composite currency, currency units, Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any composite currency, currency units, Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any composite currency, currency units, Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any composite currency, currency units, Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Unionbancal Finance Trust Iv), Indenture (Unionbancal Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable ~~and~~ and, upon its receipt by the ~~Trustee~~ Trustee, the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The Issuer~~Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company, (b) the Guarantor or (c) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company or the Guarantor. The Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, ~~provided~~ PROVIDED that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 7 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 7.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Credit Suisse Group), Senior Guaranteed Indenture (Credit Suisse Group)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Belco Oil & Gas Corp), Senior Indenture (Belco Oil & Gas Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this ~~Section~~ section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Patriot Coal CORP), Indenture (Patriot Coal CORP)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ forty-fifth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ forty-fifth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over and invested by the Trustee in mutual or trust fund institutions which are registered with the Commission under the Securities Act of 1933, as amended, and the Investment Company Act of 1940, as amended, and which have underlying investments consisting solely of and limited to United States Government obligations until a sum in excess of $50,000 is available. The ~~Trustee~~ Trustee, upon written instruction from the Issuer, shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a ~~sufficient~~ specified principal amount of Securities of such series then Outstanding to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or are certified by the Issuer by means of an Officers' Certificate to be owned by an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not actually known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity; or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Unisys Corp), Indenture (Unisys Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.14, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5~~11.05, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of ~~interest~~ interest, if any, or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.14 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section ~~12.5~~11.05. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any, to~~ interest and any additional amounts due on the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in ~~Section 12.2~~Sections 11.02 and 11.04, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section ~~12.5~~11.05. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Smith & Nephew PLC), Indenture (Smith & Nephew PLC)

Mandatory and Optional Sinking Funds. (a) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (b) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (ai) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (bii) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (ciii) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (c) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (awhich need not contain the statements required by Section 12.5) (i) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (bii) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (ciii) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (div) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i1) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii2) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (d) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. ~~The Trustee~~ Securities of such series shall ~~select,~~ be selected in the manner provided in Section ~~12.2~~13.2, for redemption on such sinking fund payment date in a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and ~~shall~~ shall, in the case of any Securities in definitive form (if requested in writing by the Issuer) ), inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (i) the Issuer, (ii) the Guarantor or (iii) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 13.2 (and with the effect provided in Section ~~12.3~~13.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (e) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date~~. The Trustee shall not redeem or cause to be redeemed any~~ . (f) No Securities of a series shall be redeemed with sinking fund ~~moneys or give~~ monies nor shall any notice of redemption of Securities for such series by operation of the sinking fund be given during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, ~~the Trustee~~ such Securities shall ~~redeem or cause to~~ be ~~redeemed such Securities~~redeemed, provided that it the Trustee shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. [Signature Page Follows]

Appears in 2 contracts

Samples: Senior Indenture (Enstar Finance LLC), Senior Indenture (Enstar Finance LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing to the Trustee specifying such lesser amount) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by a Responsible Officer of the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be ~~added~~ applied to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before the Business Day prior to each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any ~~series~~ Series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any ~~series~~ Series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such ~~series~~ Series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or receive credit for Securities of such ~~series~~ Series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such ~~series~~ Series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional redemption provision contained in the terms of such ~~series~~Series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~Series, the ~~Issuer~~ Company will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~Series, (b) stating that none of the Securities of such ~~series to be so credited~~ Series has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such ~~series~~ Series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are continuing, ~~and~~ (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such ~~series~~ Series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date and (e) specifying such sinking fund payment date. Any Securities of such ~~series~~ Series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th day,~~ sixtieth day to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such ~~series~~ Series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such ~~series~~ Series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such ~~series~~ Series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so ~~request~~ request) with respect to the Securities of any particular ~~series~~Series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such ~~series~~ Series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~13.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such ~~series~~ Series to absorb said cash, as nearly as may bebe possible, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such ~~series~~ Series (or portions thereof) so selected. Securities of any Series which are identified by registration and certificate number in an Officer's Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Company or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Company shall be excluded from Securities of such Series eligible for selection for redemption. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such ~~series~~ Series to be given in substantially the manner provided in Section ~~12.2~~ 13.2 (and with the effect provided in Section ~~12.3~~13.3) for the redemption of Securities of such ~~series~~ Series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such ~~series~~ Series shall be added to the next cash sinking fund payment for such ~~series~~ Series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys 101 held on the stated maturity date of the Securities of any particular ~~series~~ Series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ Series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such ~~series~~ Series at maturity. On or before each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a ~~series~~ Series with sinking fund moneys or ~~give~~ mail or publish any notice of redemption of Securities for such ~~series~~ Series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing or publication of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such ~~series~~ Series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Enhance Financial Services Group Inc), Indenture (Enhance Financial Services Group Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5,~~ or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 14.5) (a) specifying the portion of the mandatory sinking fund payment due on such date to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred and are continuing (which have not been waived or ~~cured or otherwise ceased to exist~~cured) ~~and are continuing,~~ and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment on such date with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be so credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be ~~irrevocable~~ irrevocable, and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or ~~payments~~ other deliveries therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and ~~Securities (subject to the parenthetical clause in the second preceding sentence)~~ securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such ~~date~~60th day, the irrevocable election of the Issuer that (i) ~~that~~ the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) ~~that~~ the Issuer will make no optional sinking fund payment with respect to such series on such date as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000, or a lesser sum~~ 50,000 and if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the applicable sinking fund redemption ~~price~~ price, together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it such amount shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 40 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officers' Certificate as an Affiliate of the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of ~~any~~ a particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal ~~of,~~ of and ~~interest, if any, on,~~ interest on the Securities of such series at maturity. On Unless otherwise provided for, on or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed ~~any~~ Securities of a any series with sinking fund moneys or give any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund for such series during the continuance ~~of a default in payment of interest on such Securities or~~ of any Event of Default with respect to such series except that, ~~where the giving of~~ if notice of redemption of any Securities of such series shall theretofore have been ~~made~~given, the Trustee shall redeem or cause to be redeemed such Securities, provided that it the Trustee or one or more paying agents shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such ~~default or~~ Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default or~~ Event of Default, be deemed to have been collected under Article Five and held for the payment of all Securities of such ~~Securities~~series. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or ~~the default~~ such Event of Default cured on or before the 60th day preceding ~~the~~ any sinking fund payment ~~date in any year~~date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of Securities of such ~~Securities~~series.

Appears in 2 contracts

Samples: Indenture (CMS Energy Corp), Indenture (CMS Energy Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Amarin Finance Ltd.), Subordinated Indenture (Amarin Finance Ltd.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date~~." In~~ ”. If this section has been specified in accordance with Section 2.3 to be applicable to the Securities of any series, then in lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee or paying agent Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee or paying agent for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (awhich need not contain the statements required by Section 11.5)(a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee or paying agent shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer,~~ Trustee or ~~the Trustee~~paying agent, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date. On or before each sinking fund payment date, the Issuer shall pay to the Trustee or paying agent, as the case may be, in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee or paying agent, as the case may be, shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee or paying agent, as the case may be, shall redeem or cause to be redeemed such Securities, ; provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Supplemental Indenture (Safeway Stores 42, Inc.), Supplemental Indenture (Albertsons Companies, Inc.)

Mandatory and Optional Sinking Funds. (a) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (b) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (ai) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (bii) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (ciii) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (c) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (awhich need not contain the statements required by Section 11.5) (i) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (bii) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (ciii) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (div) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (iA) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (iiB) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (d) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (i) the Issuer or (ii) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (e) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (f) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Alterra Finance LLC), Subordinated Indenture (Max USA Holdings Ltd.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer or converted and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer's obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted; provided, that if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Subordinated Indenture (Hawaiian Electric Industries Inc), Subordinated Indenture (Sunamerica Capital Trust Vi)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment ~~which~~ that the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid ~~which~~ that have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated~~), which~~ ) that are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. ARTICLE THIRTEEN

Appears in 2 contracts

Samples: Senior Subordinated Debt Indenture (Kaufman & Broad Home Corp), Subordinated Debt Indenture (Kaufman & Broad Home Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ 45th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized Officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing to the Trustee specifying such lesser amount) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by a Responsible Officer of the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officer’s Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be ~~added~~ applied to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before the Business Day prior to each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ delivery of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Subordinated Indenture (Belco Oil & Gas Corp), Senior Subordinated Indenture (Belco Oil & Gas Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so request in writing to the Trustee specifying such lesser amount) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by a Responsible Officer of the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to a Responsible Officer of the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.Section

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver or cause to be delivered such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.2 and subject to the limitations in Section 12.4, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may bebe practicable, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in ~~substantially~~ substan- tially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Freeport McMoran Copper & Gold Inc), Senior Indenture (Freeport McMoran Copper & Gold Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.07, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer or the Guarantor shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer or the Guarantor a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Lasalle Funding LLC), Subordinated Indenture (Lasalle Funding LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment ~~which~~ that the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a ~~default~~ Default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall ~~(if requested in writing by the Issuer)~~ inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.2 (and with the effect provided in Section ~~12.3~~3.3) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or before~~ Not later than 10:00 a.m. New York City time on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default~~ Default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.4 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Arrow Electronics Inc), Indenture (Arrow Electronics Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or ~~otherwise~~ oth- erwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not ~~previously~~ pre- viously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation ~~pursuant~~ pursu- ant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such ~~Securities~~Securi- ties. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) ~~specifying~~ specify- ing the portion of the mandatory sinking fund payment to be satisfied by ~~payment~~ pay- ment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an ~~optional~~ op- tional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking 76 fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers' Certificate~~ Officer's Certifi- cate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable ~~election~~ elec- tion of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in ~~respect thereof,~~ re- spect thereof and (ii) that the Issuer will make no optional sinking fund ~~payment~~ pay- ment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund ~~redemption~~ re- demption price together with accrued ~~interest, if any,~~ interest to the date fixed for ~~redemption~~redemp- tion. If such amount shall be $50,000 (or the equivalent thereof in any For- eign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall ~~select~~se- lect, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by 77 either (a) the Issuer or (b) an entity specifically identified in such Offi- cer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of ~~Securities~~ Securi- ties of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of ~~Securities~~ Securi- ties of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or ~~earlier~~earli- er, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any, accrued~~ interest ac- crued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a ~~series~~ se- xxxx with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, ~~during~~ dur- ing the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such ~~Securities~~Securi- ties. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Sec- tion 5.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. 78

Appears in 2 contracts

Samples: Indenture (New Tenneco Inc), Indenture (New Tenneco Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Issuers may at ~~its~~ their option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Issuers or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Issuers and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Issuers through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the ~~Issuer~~ Issuers will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the ~~Issuer intends~~ Issuers intend to exercise ~~its~~ their right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer intends~~ Issuers intend to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Issuers to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Issuers shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Issuers, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Issuers (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the ~~Issuer~~ Issuers will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the ~~Issuer~~ Issuers shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the ~~Issuer makes~~ Issuers make no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Issuers) inform the ~~Issuer~~ Issuers of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer~~Issuers, or the Trustee, in the name and at the expense of the ~~Issuer~~ Issuers (if the ~~Issuer~~ Issuers shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Issuers. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the ~~Issuer~~ Issuers shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Issuers a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.7 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Triton Energy Corp), Senior Indenture (Triton Energy LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.. ARTICLE THIRTEEN

Appears in 2 contracts

Samples: Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp)

Appears in 2 contracts

Samples: Indenture (Cardinal Health Inc), Indenture (Cardinal Health Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable ~~and~~ and, upon its receipt by the ~~Trustee~~ Trustee, the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such Officers' Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m., New York City time, on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, ~~provided~~ PROVIDED that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Credit Suisse Group), Senior Indenture (Credit Suisse Group)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to ~~Section~~ ‎Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. ~~On or before the 60th day next preceding~~ Not less than 60 days prior to each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by ‎Section 11.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to ~~Section~~ ‎Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, ~~on or before any~~ at least 60 days prior to such ~~60th day~~sinking fund payment date, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is availableSection. The Trustee shall select, in the manner provided in ~~Section 12.2~~‎Section 12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ they shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in ~~Section 12.2~~ ‎Section 12.02 (and with the effect provided in ~~Section 12.3~~‎Section 12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under ~~Article Five~~ ‎Article 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ ‎Section 4.09 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this ~~Section~~ section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Trinet Group, Inc.), Indenture (Trinet Group Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day (or shorter period satisfactory to the Trustee) next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 13.5) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Emerson Electric Co), Indenture (Emerson Electric Co)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date"." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued and Additional Amounts to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Rediff Com India LTD), Subordinated Indenture (Rediff Com India LTD)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date”." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. . (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or Euro) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or Euro) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or Euro) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or Euro) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section 12.5 if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued and Additional Amounts to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 12.5 to the redemption of such Securities.

Appears in 2 contracts

Samples: Junior Subordinated Indenture (AXIS Specialty Finance LLC), Subordinated Indenture (AXIS Specialty Finance LLC)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no ~~defaults~~ Defaults in the payment of interest or Events of Default with respect to such series have occurred ~~(which have not been waived or cured or otherwise ceased to exist)~~ and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a ~~default~~ Default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee, in the name and at the expense of the Issuer (if the Issuer shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default~~ Default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the ~~default~~ Default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (York International Corp /De/), Senior Subordinated Indenture (York International Corp /De/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities of a series in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired ~~(except upon redemption pursuant to the mandatory sinking fund)~~ by the ~~Issuer~~ Company or receive credit for the principal amount of Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5,~~ or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer through any optional redemption provision contained in~~ Company at the option of the Company pursuant to the terms of such ~~series~~Securities or through any optional sinking fund payment pursuant to the terms of such Securities. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such ~~Securities~~Securities and the amount of mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer will~~ Trustee, the Company shall deliver to the Trustee an Officers' ’ Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such ~~credit,~~ credit and (b) stating that none of the Securities of such series to be so credited has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such ~~series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date~~series. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' ’ Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' ’ Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become ~~unconditionally~~ obligated to make all the cash ~~payments~~ payments, delivery of Securities or ~~payments~~ crediting therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer will~~ Company shall make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or ~~optional or both~~optional) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 or the equivalent in foreign currency if to be paid out in such currency (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest~~interest thereon to, ~~if any~~but excluding, to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers’ Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers’ Certificate as being an Affiliate of the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m. New York City time on each sinking fund payment date or, in the case of Unregistered Securities, 10:00 a.m. New York City time on the Business Day prior to the sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest~~interest accrued to, ~~if any~~but excluding, ~~accrued to~~ the date fixed for redemption on Securities or portions thereof to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default~~ Default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Western Union CO), Indenture (Western Union CO)

Appears in 2 contracts

Samples: Indenture (Murphy Oil Corp /De), Indenture (Murphy Oil Corp /De)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.10 and, if applicable, receive credit for Securities (not previously so credited) converted into Common Stock and so delivered to the Trustee for cancellation, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series to for which credit will be ~~so credited~~ taken has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer ~~(i)~~ that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof~~, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5~~. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or a lesser sum in Dollars or in any Foreign Currency if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available, which delay in accordance with this paragraph shall not be a default or breach of the obligation to make such payment. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to ~~absorb said cash~~which such cash may be applied, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) ), shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. The Issuer’s obligation to make a mandatory or optional sinking fund payment shall automatically be reduced by an amount equal to the sinking fund redemption price allocable to any Securities or portions thereof called for redemption pursuant to the preceding paragraph on any sinking fund payment date and converted into Common Stock in accordance with the terms of such Securities; provided that, if the Trustee is not the conversion agent for the Securities, the Issuer or such conversion agent shall give the Trustee written notice on or prior to the date fixed for redemption of the principal amount of Securities or portions thereof so converted. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10, or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on ~~the next succeeding~~ such sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Concert Pharmaceuticals, Inc.), Indenture (Alnylam Pharmaceuticals, Inc.)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. ~~On or before the 60th day next preceding~~ Not less than 60 days prior to each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, ~~on or before any~~ at least 60 days prior to such ~~60th day~~sinking fund payment date, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is availableSection. The Trustee shall select, in the manner provided in Section ~~12.2~~11.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Register, and not known to the Trustee to have been pledged or ~~the Trustee, in the name and at the expense of~~ hypothecated by the Issuer or any such entity or (if b) identified in an Officer’s Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall ~~so request the Trustee in writing) shall cause~~ be excluded from Securities of such series eligible for selection for redemption. The notice of redemption of the Securities of such series to be redeemed shall be prepared and given by the Issuer or, at the Issuer’s request, prepared by the Issuer and given by the Trustee in the name and at the expense of the Issuer in substantially the manner provided in Section ~~12.2~~ 11.02 (and with the effect provided in Section ~~12.3~~11.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such ~~series~~ series, shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.09 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this ~~Section~~ section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Roper Technologies Inc), Indenture (Roper Industries Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date or the 30th day next preceding the last day of any applicable Redemption Notice Period relating to a sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate (which need not contain the statements required by Section 11.05) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Defaults or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer’s Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day or 30th day, if applicable, to deliver such ~~Officers'~~ Officer’s Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~12.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer’s Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date or at least 30 days prior to the last day of any applicable Redemption Notice Period relating to a sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer’s Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 12.02 (and with the effect provided in Section ~~12.3~~12.03) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any ~~Event of~~ Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or ~~Event of~~ Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or ~~Event of~~ Default, be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Securities. In case such ~~Event of~~ Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust XI), Junior Subordinated Indenture (Morgan Stanley Capital Trust XI)

Appears in 2 contracts

Samples: Indenture (General Mills Inc), Indenture (General Mills Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities~~. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate~~ . (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the ~~Trustee~~ Trustee, the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 or a lesser sum in Dollars if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Exelon Corp), Indenture (Exelon Corp)

Mandatory and Optional Sinking Funds. (1) The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date"." (2) In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. . (3) On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5.~~ Section. (4) If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. . (5) On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. . (6) The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ V and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Subordinated Indenture (Scottish Annuity & Life Holdings LTD), Senior Indenture (Scottish Annuity & Life Holdings LTD)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate 61 70 delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Lubrizol Corp), Indenture (Lubrizol Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "~~mandatory sinking fund payment~~MANDATORY SINKING FUND PAYMENT," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "~~optional sinking fund payment~~OPTIONAL SINKING FUND PAYMENT." The date on which a sinking fund payment is to be made is herein referred to as the "~~sinking fund payment date~~SINKING FUND PAYMENT DATE." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except ~~upon redemption pursuant to the~~ through a mandatory sinking ~~fund~~fund payment) by the ~~Issuer~~ Company or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.11, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional ~~redemption provision contained in the terms of such series~~sinking fund payment. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, or such shorter period as shall be acceptable to the ~~Issuer~~ Trustee, the Company will deliver to the Trustee an Officers' Certificate (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of specified Securities of such series and the basis for such credit, (b) stating that none of the specified Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.11 to the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or ~~payments~~ delivery of Securities therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the ~~Issuer~~ Company shall so request with respect to the Securities of any ~~particular~~ series), such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price thereof together with accrued ~~interest, if any,~~ interest thereon to the date fixed for redemption. If such amount shall be $50,000 (or such lesser sum) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or such lesser sum) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officers' Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Company or (b) an entity specifically identified in such Officers' Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the ~~principal~~ Principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before 10:00 a.m. New York City time on each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities ~~for~~ of such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 6 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.04 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Donaldson Lufkin & Jenrette Inc /Ny/), Subordinated Indenture (Donaldson Lufkin & Jenrette Inc /Ny/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "“mandatory sinking fund payment," ”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "“optional sinking fund payment." ”. The date on which a sinking fund payment is to be made is herein referred to as the "“sinking fund payment date." ”. In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.5) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate~~ written statement (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officers’ Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.2 (and with the effect provided in Section ~~12.3~~11.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. ~~On or~~ At least one Business Day before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a ~~default~~ Default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any moneys in the sinking fund for such series at the time when any such ~~default~~ Default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such ~~default~~ Default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.9 or the ~~default~~ Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 2 contracts

Samples: Indenture (Becton Dickinson & Co), Indenture (Cardinal Health Inc)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a ~~"mandatory sinking fund payment,"~~ “Mandatory Sinking Fund Payment”, and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an ~~"optional sinking fund payment~~“Optional Sinking Fund Payment." ” The date on which a sinking fund payment is to be made is herein referred to as the ~~"sinking fund payment date~~“Sinking Fund Payment Date." ” In lieu of making all or any part of any ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the ~~Trustee~~ paying agent for cancellation pursuant to Section 2.10, (b) receive credit for ~~optional sinking fund payments~~ Optional Sinking Fund Payments (not previously ~~so,~~ so credited) made pursuant to this Section ~~12.5~~11.07, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. On or before the ~~60th~~ sixtieth day next preceding each ~~sinking fund payment date~~ Sinking Fund Payment Date for any series, the Issuer will deliver to the Trustee a written statement (which need not contain the statements required by Section 10.05) signed by an ~~Officers' Certificate~~ authorized officer of the Issuer (a) specifying the portion of the ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an ~~optional sinking fund payment~~ Optional Sinking Fund Payment with respect to such series and, if so, specifying the amount of such ~~optional sinking fund payment~~ Optional Sinking Fund Payment which the Issuer intends to pay on or before the next succeeding ~~sinking fund payment date~~Sinking Fund Payment Date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the ~~Trustee~~ paying agent shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers' Certificate (~~written statement or ~~reasonably promptly thereafter if acceptable to~~ at such other time as may be agreed between the ~~Trustee)~~Trustee and the Issuer in writing. Such ~~Officers' Certificate~~ written statement shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding ~~sinking fund payment date~~Sinking Fund Payment Date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ written statement and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the ~~mandatory sinking fund payment~~ Mandatory Sinking Fund Payment for such series due on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no ~~optional sinking fund payment~~ Optional Sinking Fund Payment with respect to such series as provided in this Section ~~12.5~~11.07. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or a lesser sum if the Issuer shall so ~~request~~ request) with respect to the Securities of any particular series, such cash shall be applied on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, in the manner provided in Section ~~12.2~~11.03, for redemption on such ~~sinking fund payment date~~ Sinking Fund Payment Date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. ~~The~~ Securities of any series which are (a) owned by the Issuer or an entity known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer, as shown by the Security register, and not known to the Trustee to have been pledged or hypothecated by the Issuer or any such entity or (b) identified in an Officer’s Certificate at least 60 days prior to the Sinking Fund Payment Date as being beneficially owned by, and not pledged or hypothecated by, the Issuer or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer shall be excluded from Securities of such series eligible for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 11.03 (and with the effect provided in Section ~~12.3~~11.04) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this Section ~~12.5~~11.07. Any and all sinking fund ~~moneys~~ monies held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each ~~sinking fund payment date~~Sinking Fund Payment Date, the Issuer shall pay to the ~~Trustee~~ paying agent in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such sinking fund payment date~~the next following Sinking Fund Payment Date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. The Issuer shall provide notice to the Trustee at least five Business Days in advance of the date of publication of any notice of redemption pursuant to this Indenture. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ 4 and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.10 or the default cured on or before the ~~60th~~ sixtieth day preceding the ~~sinking fund payment date~~ Sinking Fund Payment Date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding ~~sinking fund payment date~~ Sinking Fund Payment Date in accordance with this Section 11.07 to the redemption of such Securities.

Appears in 2 contracts

Samples: Senior Indenture (Sumitomo Mitsui Financial Group, Inc.), Senior Indenture (Sumitomo Mitsui Financial Group, Inc.)

Mandatory and Optional Sinking Funds. (a) The provisions of this Section shall be applicable to any sinking fund for the retirement of Securities of any series except as otherwise specified in the Officer’s Certificate or indenture supplemental hereto for such Securities. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a ~~"mandatory sinking fund payment~~“Mandatory Sinking Fund Payment," ” and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an ~~"optional sinking fund payment~~“Optional Sinking Fund Payment." ” The date on which a sinking fund payment is to be made is herein referred to as the "“Sinking Fund Payment Date.” If provided for by the terms of any Securities, the cash amount of any sinking fund payment ~~date~~may be subject to reduction as provided in clause (b) below. Each sinking fund payment shall be applied to the redemption of Securities as provided for by the terms of such Securities.~~" In lieu~~ (b) The Issuer (i) may deliver outstanding Securities of ~~making~~ a series (other than any previously called for redemption) and (ii) may apply as a credit Securities of a series which have been redeemed either at the election of the Issuer pursuant to the terms of such Securities or through the application of permitted Optional Sinking Fund Payments pursuant to the terms of such Securities, in each case in satisfaction of all or any part of any ~~mandatory~~ sinking fund payment with respect to any ~~series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee~~ Securities of such series ~~theretofore purchased or otherwise acquired (except upon redemption pursuant~~ required to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously so, credited) be made pursuant to ~~this Section 12.5, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in~~ the terms of such ~~series~~Securities as and to the extent provided for by the terms of such Securities; provided that the Securities to be so credited have not been previously so credited. The Securities to be so ~~delivered or~~ credited shall be received or and credited for such purpose by the Trustee at the Redemption Price, as specified in the Securities so to be redeemed, for redemption through operation of the sinking fund ~~redemption price specified in~~ and the amount of such ~~Securities. On or before the 60th day next preceding each~~ sinking fund payment ~~date~~ shall be reduced accordingly. (c) Not less than 60 days prior to each Sinking Fund Payment Date for any ~~series~~Securities, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer’s Certificate ~~(a)~~ specifying the ~~portion~~ amount of the ~~mandatory~~ next ensuing sinking fund payment for such Securities pursuant to the terms of such Securities, the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by ~~credit of~~ delivering and crediting Securities ~~of such series and the basis for such credit,~~ pursuant to clause (b) ~~stating that none of~~ above and will also deliver to the Trustee any Securities ~~of such series~~ to be so ~~credited has theretofore been so credited~~delivered. Not less than 30 days prior to each such Sinking Fund Payment Date, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or cured or otherwise ceased to exist) and are continuing, and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall ~~be delivered for cancellation pursuant to Section 2.10 to~~ select the Trustee with such Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such Officers' Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such Officers' Certificate and Securities (subject to the parenthetical clause in the second preceding sentence) specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect thereof, and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 12.5. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $50,000, or a lesser sum if the Issuer shall so request with respect to the Securities of any particular series, redeemed upon such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest, if any, to the date fixed for redemption. If such amount shall be $50,000 or less and the Issuer makes no such request, then it shall be carried over until a sum in excess of $50,000 is available. The Trustee shall select, Sinking Fund Payment Date in the manner ~~provided~~ specified in Section ~~12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be,~~ 3.02 hereof and ~~shall (if requested in writing by the Issuer) inform the Issuer~~ cause notice of the ~~serial numbers of the Securities of such series (or portions thereof) so selected. The Issuer, or the Trustee,~~ redemption thereof to be given in the name of and at the expense of the Issuer ~~(if the Issuer shall so request the Trustee~~ in ~~writing) shall cause notice of redemption of the Securities of such series to be given in substantially~~ the manner provided in Section ~~12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer~~3.03 hereof. ~~The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and~~Such notice having been duly given, together with such payment, shall be applied in accordance with the provisions of this Section 12.5. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and interest, if any, on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all interest, if any, accrued to the date fixed for redemption on Securities to be redeemed on such sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default with respect to such series except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum sufficient for such redemption. Except as aforesaid, and subject to Article Thirteen, any moneys in the sinking fund for such series at the time when any such default or Event of Default known to a Responsible Officer of the Trustee shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Article Five or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such ~~Securities~~Securities shall be made upon the terms and in the manner stated in Section 3.03 hereof.

Appears in 2 contracts

Samples: Indenture (Kansas City Southern), Indenture (Kansas City Southern)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of ~~the~~ Securities of any series is herein referred to as a "mandatory sinking fund payment," ", and any payment in excess of such minimum amount provided for by the terms of ~~the~~ Securities of any series is herein referred to as an "optional sinking fund payment." ". The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." ". In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section ~~2.10~~2.14, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, (c) receive credit for Securities of such series (not previously so credited) that have been surrendered to the Issuer for conversion, or (cd) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of Securities of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities, and the amount of such mandatory sinking fund payment shall be reduced accordingly. On or before the ~~60th~~ sixtieth day next preceding each sinking fund payment date for any ~~series~~series of Securities, the Issuer will deliver to the Trustee a certificate of the Issuer (which need not contain the statements required by the Trust Indenture Act of 1939) signed by an officer of the Issuer who is one of the officers authorized to sign an Officers' Certificate (a) specifying the ~~portion~~ portion, if any, of the mandatory sinking fund payment to be satisfied by payment of cash and the ~~portion~~ portion, if any, to be satisfied by credit of Securities of such ~~series and the basis for such credit~~series, (b) stating that none of ~~the~~ such Securities ~~of such series to be so credited~~ has theretofore been so credited, (c) stating that no ~~defaults in the payment of interest or Events~~ Event of Default with respect to such series ~~have~~ has occurred (which ~~have~~ has not been waived or ~~cured or otherwise ceased to exist~~cured) and ~~are continuing,~~ is continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section ~~2.10~~ 2.14 to the Trustee with such ~~Officers' Certificate (or reasonably promptly thereafter if acceptable to the Trustee)~~certificate. Such ~~Officers' Certificate~~ certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become ~~unconditionally~~ obligated to make all the cash payments or payments therein referred to, if ~~any~~any (which cash may be deposited with the Trustee or with one or more paying agents or, if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939), on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such ~~60th~~ sixtieth day, to deliver such ~~Officers' Certificate~~ certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed ~~$50,000~~U.S.$100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two or more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for a particular series of Securities pursuant to Section 2.6), or a lesser sum if the Issuer shall so ~~request~~ request, with respect to the Securities of any particular series, such cash shall be applied by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) on the ~~next succeeding~~ sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities ~~of such series~~ at the sinking fund redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. If such amount shall be ~~$50,000~~ U.S.$100,000 or, if payments on Securities of such series are to be made in a currency other than Dollars or in units or composites of two more currencies, the equivalent thereof (based upon the Market Exchange Rate on the sixtieth day preceding the relevant sinking fund payment date or if the Market Exchange Rate is not available for such date, the immediately preceding date for which the Market Exchange Rate is available) in the relevant currency or unit or composite currency (or such other amount as is specified for the particular series pursuant to Section 2.6), or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of ~~$50,000~~ U.S.$100,000, or the equivalent thereof in the relevant currency or unit or composite currency, is available. The Trustee shall select, in the manner provided in Section ~~12.2~~10.2, for redemption on such sinking fund payment ~~date a sufficient principal amount of~~ date, Securities of such series with respect to ~~absorb said cash, as nearly as may be,~~ which cash payment of the applicable sinking fund redemption price will be made and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers or other distinguishing symbols of the Securities of such series (or portions thereof) so selected. ~~The~~ If the Trustee shall be required to select Securities of any series for the sinking fund and is not acting as repository of the Register for such series, at least 60 days prior to the sinking fund payment date the Issuer shall furnish to the Trustee a current list of all Outstanding Securities of such series. Securities of any series which are (a) owned by the Issuer, the Guarantor or an entity actually known by the Trustee to be directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor, as shown by the Register, and not known to the Trustee to have been pledged or hypothecated by the Issuer, the Guarantor or any such entity or (b) identified in an Officers' Certificate at least 60 days prior to the sinking fund payment date as being beneficially owned by, and not pledged or hypothecated by, the Issuer, the Guarantor or an entity directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer or the Guarantor, shall be excluded from Securities of such series eligible for selection for redemption. The Trustee, in the name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so ~~request~~ notify the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 10.2, except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund (and with the effect provided in Section ~~12.3~~10.3) for the redemption of Securities of such series which, if applicable, is in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent) to the redemption of Securities of such series shall be added to the next cash sinking fund payment received by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) for such series and, together with such ~~payment~~payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section ~~12.5~~10.5. Any and all sinking fund ~~moneys~~ monies held by the Trustee (or if the Issuer is acting as its own paying agent, segregated and held in trust as required by the Trust Indenture Act of 1939) on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be ~~applied~~applied by the Trustee (or by the Issuer if the Issuer is acting as its own paying agent), together with other ~~moneys~~monies, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash (or if the Issuer is acting as its own paying agent will segregate and hold in trust as required by the Trust Indenture Act of 1939) or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities (or portions thereof) to be redeemed on such sinking fund payment date. ~~The~~ Neither the Issuer nor the Trustee shall ~~not~~ redeem or cause to be redeemed any Securities of a series with sinking fund ~~moneys~~ monies or ~~give~~ mail any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of ~~interest~~ interest, if any, on such Securities or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph, with respect to such ~~series~~ Securities) except that, where the ~~giving~~ mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee (or the Issuer if the Issuer is acting as its own paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer (or the Issuer shall have segregated) a sum sufficient for such redemption. Except as aforesaid, ~~and subject to Article Thirteen,~~ any ~~moneys~~ monies in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any ~~moneys~~ monies thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article ~~Five~~ Four and held for the payment of all such Securities. In Notwithstanding anything in the foregoing to the contrary, in case such default or Event of Default shall have been waived as provided in ~~Article Five~~ Section 4.9 or the -65- default or Event of Default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such ~~moneys~~ monies shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 10.5 to the redemption of such Securities.

Appears in 1 contract

Samples: Indenture (Newmont Mining Corp /De/)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Subordinated Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Subordinated Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Subordinated Securities in cash, the ~~Issuer~~ Company may at its option (a) deliver to the Trustee Subordinated Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the ~~Issuer~~ Company or receive credit for Subordinated Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the ~~Issuer~~ Company and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Subordinated Securities of such series (not previously so credited) redeemed by the ~~Issuer~~ Company through any optional redemption provision contained in the terms of such series. Subordinated Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Subordinated Securities~~. On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an Officers' Certificate~~ . (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Subordinated Securities of such series and the basis for such credit, (b) stating that none of the Subordinated Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the payment of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the ~~Issuer~~ Company intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the ~~Issuer~~ Company intends to pay on or before the next succeeding sinking fund payment date. Any Subordinated Securities of such series to be credited and required to be delivered to the Trustee in order for the ~~Issuer~~ Company to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the ~~Issuer~~ Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the ~~Issuer~~Company, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Subordinated Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the ~~Issuer~~ Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Subordinated Securities of such series in respect ~~thereof,~~ thereof and (ii) that the ~~Issuer~~ Company will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or ECU) or a lesser sum in United States Dollars (or the equivalent thereof in any Foreign Currency or ECU) if the ~~Issuer~~ Company shall so request with respect to the Subordinated Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Subordinated Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or ECU) or less and the ~~Issuer~~ Company makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or ECU) is available. The Trustee shall select, in the manner provided in Section ~~12.2~~3.02, for redemption on such sinking fund payment date a sufficient principal amount of Subordinated Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the ~~Issuer~~Company) inform the ~~Issuer~~ Company of the serial numbers of the Subordinated Securities of such series (or portions thereof) so selected. Subordinated Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by, either (a) the Company or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Company. The ~~Issuer, or the~~ Trustee, in the name and at the expense of the ~~Issuer~~ Company (or the Company, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Subordinated Securities of such series to be given in substantially the manner provided in Section ~~12.2~~ 3.02 (and with the effect provided in Section ~~12.3~~3.03) for the redemption of Subordinated Securities of such series in part at the option of the ~~Issuer~~Company. The amount of any sinking fund payments not so applied or allocated to the redemption of Subordinated Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the ~~stated maturity~~ Stated Maturity date of the Subordinated Securities of any particular series (or earlier, if 27 such maturity is accelerated), which are not held for the payment or redemption of particular Subordinated Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Subordinated Securities of such series at ~~maturity~~its Stated Maturity. On or before each sinking fund payment date, the ~~Issuer~~ Company shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Subordinated Securities to be redeemed on ~~such~~ the next following sinking fund payment date. The Trustee shall not redeem or cause to be redeemed any Subordinated Securities of a series with sinking fund moneys or give any notice of redemption of Subordinated Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Subordinated Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Subordinated Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Subordinated Securities, provided that it shall have received from the ~~Issuer~~ Company a sum sufficient for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of ~~Default,~~ Default be deemed to have been collected under Article ~~Five~~ 5 and held for the payment of all such Subordinated Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 6.09 or the default cured on or before the ~~60th~~ sixtieth day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Subordinated Securities.. ARTICLE FOUR

Appears in 1 contract

Samples: Subordinated Indenture (Transmeta Corp)

Mandatory and Optional Sinking Funds. The minimum amount of any sinking fund payment provided for by the terms of the Securities of any series is herein referred to as a "mandatory sinking fund payment," and any payment in excess of such minimum amount provided for by the terms of the Securities of any series is herein referred to as an "optional sinking fund payment." The date on which a sinking fund payment is to be made is herein referred to as the "sinking fund payment date." In lieu of making all or any part of any mandatory sinking fund payment with respect to any series of Securities in cash, the Issuer may at its option (a) deliver to the Trustee Securities of such series theretofore purchased or otherwise acquired (except upon redemption pursuant to the mandatory sinking fund) by the Issuer or receive credit for Securities of such series (not previously so credited) theretofore purchased or otherwise acquired (except as aforesaid) by the Issuer and delivered to the Trustee for cancellation pursuant to Section 2.10, (b) receive credit for optional sinking fund payments (not previously ~~so,~~ so credited) made pursuant to this ~~Section 12.5~~Section, or (c) receive credit for Securities of such series (not previously so credited) redeemed by the Issuer through any optional redemption provision contained in the terms of such series. Securities so delivered or credited shall be received or credited by the Trustee at the sinking fund redemption price specified in such Securities. 66 On or before the 60th day next preceding each sinking fund payment date for any series, the Issuer will deliver to the Trustee an ~~Officers'~~ Officer's Certificate (which need not contain the statements required by Section 11.5) (a) specifying the portion of the mandatory sinking fund payment to be satisfied by payment of cash and the portion to be satisfied by credit of Securities of such series and the basis for such credit, (b) stating that none of the Securities of such series ~~to be so credited~~ has theretofore been so credited, (c) stating that no defaults in the ~~payment~~ payments of interest or Events of Default with respect to such series have occurred (which have not been waived or ~~cured or otherwise ceased to exist~~cured) and are ~~continuing,~~ continuing and (d) stating whether or not the Issuer intends to exercise its right to make an optional sinking fund payment with respect to such series and, if so, specifying the amount of such optional sinking fund payment which the Issuer intends to pay on or before the next succeeding sinking fund payment date. Any Securities of such series to be credited and required to be delivered to the Trustee in order for the Issuer to be entitled to credit therefor as aforesaid which have not theretofore been delivered to the Trustee shall be delivered for cancellation pursuant to Section 2.10 to the Trustee with such ~~Officers'~~ Officer's Certificate (or reasonably promptly thereafter if acceptable to the Trustee). Such ~~Officers'~~ Officer's Certificate shall be irrevocable and upon its receipt by the Trustee the Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Issuer, on or before any such 60th day, to deliver such ~~Officers'~~ Officer's Certificate and Securities ~~(subject to the parenthetical clause in the second preceding sentence)~~ specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect ~~thereof,~~ thereof and (ii) that the Issuer will make no optional sinking fund payment with respect to such series as provided in this ~~Section 12.5~~Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $~~50,000,~~ 50,000 (or the equivalent thereof in any Foreign Currency or EURO) or a lesser sum in Dollars (or the equivalent thereof in any Foreign Currency or EURO) if the Issuer shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued ~~interest, if any,~~ interest to the date fixed for redemption. If such amount shall be $50,000 (or the equivalent thereof in any Foreign Currency or EURO) or less and the Issuer makes no such ~~request,~~ request then it shall be carried over until a sum in excess of $50,000 (or the equivalent thereof in any Foreign Currency or EURO) is available. The Trustee shall select, in the manner provided in Section 12.2, for redemption on such sinking fund payment date a sufficient principal amount of Securities of such series to absorb said cash, as nearly as may be, and shall (if requested in writing by the Issuer) inform the Issuer of the serial numbers of the Securities of such series (or portions thereof) so selected. Securities shall be excluded from eligibility for redemption under this Section if they are identified by registration and certificate number in an Officer's Certificate delivered to the Trustee at least 60 days prior to the sinking fund payment date as being owned of record and beneficially by, and not pledged or hypothecated by either (a) the Issuer or (b) an entity specifically identified in such Officer's Certificate as directly or indirectly controlling or controlled by or under direct or indirect common control with the Issuer. The ~~Issuer, or the~~ Trustee, in the 67 name and at the expense of the Issuer (or the Issuer, if ~~the Issuer~~ it shall so request the Trustee in writing) shall cause notice of redemption of the Securities of such series to be given in substantially the manner provided in Section 12.2 (and with the effect provided in Section 12.3) for the redemption of Securities of such series in part at the option of the Issuer. The amount of any sinking fund payments not so applied or allocated to the redemption of Securities of such series shall be added to the next cash sinking fund payment for such series and, together with such payment, shall be applied in accordance with the provisions of this ~~Section 12.5~~Section. Any and all sinking fund moneys held on the stated maturity date of the Securities of any particular series (or earlier, if such maturity is accelerated), which are not held for the payment or redemption of particular Securities of such series shall be applied, together with other moneys, if necessary, sufficient for the purpose, to the payment of the principal of, and ~~interest, if any,~~ interest on, the Securities of such series at maturity. On or before each sinking fund payment date, the Issuer shall pay to the Trustee in cash or shall otherwise provide for the payment of all ~~interest, if any,~~ interest accrued to the date fixed for redemption on Securities to be redeemed on ~~such~~ the next following sinking ~~fund~~ payment date. The Trustee shall not redeem or cause to be redeemed any Securities of a series with sinking fund moneys or give any notice of redemption of Securities for such series by operation of the sinking fund during the continuance of a default in payment of interest on such Securities or of any Event of Default ~~with respect to such series~~ except that, where the giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Issuer a sum ~~sufficient~~ sufficient, for such redemption. Except as aforesaid~~, and subject to Article Thirteen~~, any moneys in the sinking fund for such series at the time when any such default or Event of Default ~~known to a Responsible Officer of the Trustee~~ shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ~~Article Five~~ Section 5.10 or the default cured on or before the 60th day preceding the sinking fund payment date in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section to the redemption of such Securities.

Appears in 1 contract

Samples: Indenture (Tenneco Packaging Inc)

Common use of Mandatory and Optional Sinking Funds Clause in Contracts