Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 9 contracts
Samples: Supplemental Indenture (Mosaic Co), Supplemental Indenture (Mosaic Co), Supplemental Indenture (Mosaic Crop Nutrition, LLC)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 8 contracts
Samples: Junior Subordinated Indenture (North Fork Capital Trust I), Junior Subordinated Indenture (Usb Holding Co Inc), Junior Subordinated Indenture (Republic New York Capital Iv)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, the Bank Agent or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of TIA Sections 7.1 and 7.2 hereof315(a) through 315(d), shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 7 contracts
Samples: Indenture (Alliance Imaging Inc /De/), Indenture (Accuride Corp), Indenture (Alliance Imaging Inc /De/)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment(in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereof; and, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof7.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Existing Security)) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior to such date.”
Appears in 6 contracts
Samples: Subordinated Debt Securities Indenture (First Guaranty Bancshares, Inc.), Subordinated Debt Securities Indenture (First Guaranty Bancshares, Inc.), Indenture (Rainmaker Systems Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 5 contracts
Samples: Indenture (Mercury Interactive Corporation), Indenture (Redback Networks Inc), Indenture (Bea Systems Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 5 contracts
Samples: Indenture (Laidlaw International Inc), Indenture (Moore Wallace Inc), Indenture (Seminis Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 5 contracts
Samples: Indenture (1295728 Alberta ULC), Indenture (Intertape Woven Products Services S.A. De C.V.), Indenture (Crown Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 5 contracts
Samples: Senior Subordinated Indenture (United Rentals Realty, LLC), Senior Subordinated Indenture (Wynne Systems Inc), Indenture (United Rentals Inc /De)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 5 contracts
Samples: Indenture (LKQ Corp), Indenture (LKQ Corp), Indenture (LKQ Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 5 contracts
Samples: Indenture (Corixa Corp), Indenture (PMC Sierra Inc), Indenture (Critical Path Inc)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Nine or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.79.13, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 9.13 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 4 contracts
Samples: Indenture (Brinks Co), Indenture (Brinks Co), Indenture (Brinks Co)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV XIII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.713.7, and subject to the provisions of Sections 7.1 6.1 and 7.2 6.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 13.7 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 4 contracts
Samples: Supplemental Indenture (Cargill Fertilizer, LLC), Supplemental Indenture, Supplemental Indenture (Mosaic Crop Nutrition, LLC)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 4 contracts
Samples: Junior Subordinated Indenture (Southern Financial Capital Trust I), Junior Subordinated Indenture (Highlands Capital Trust I), Junior Subordinated Indenture (Guaranty Capital Trust I)
Notice to Trustee. The Company An Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company Issuers no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 4 contracts
Samples: Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any Paying Agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any Paying Agent in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article 15. Notwithstanding the provisions of this Article XIV 15 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article 15, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment(in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Debt or from any trustee therefor; and, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Existing Security)) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 15.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior to such date.”
Appears in 4 contracts
Samples: Indenture (Sigma Designs Inc), Indenture (Cell Genesys Inc), Indenture (Cell Genesys Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment(in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereof; and, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof7.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Existing Security)) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 12.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior to such date.”
Appears in 4 contracts
Samples: Indenture Agreement (Geron Corporation), Indenture (Santarus Inc), Indenture (Nuvelo Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesNotes pursuant to the provisions of this Article Four. Notwithstanding the provisions of this Article XIV Four or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesNotes pursuant to the provisions of this Article Four, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment; and(in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof8.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least less than one Business Day prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest (including Liquidated Damages, if any) on any Existing Security)Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 4.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same monies received to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one Business Day on or after such prior to such date.”
Appears in 4 contracts
Samples: Indenture (International Rectifier Corp /De/), Lease Agreement (Getty Images Inc), Indenture (Imclone Systems Inc/De)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 3 contracts
Samples: Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Indebtedness or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Fisher Scientific International Inc), Subordinated Indenture (Phoenix Companies Inc/De), Subordinated Indenture (Fisher Scientific International Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Indebtedness (including, without limitation, a holder of Designated Senior Indebtedness) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one Business Day 13.9 prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 3 contracts
Samples: Indenture (Affiliated Computer Services Inc), Indenture (Cirrus Logic Inc), Indenture (Cirrus Logic Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV XIII or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of moneys to or by the Trustee in respect of the Note GuaranteesSecurities or Coupon of any series or the taking of any other action by the Trustee, unless and until a Responsible Officer of the Trustee shall have received at the Corporate Trust Office written notice thereof from the Company no later than one Business Day prior to such payment; andIssuer, prior to the Guarantor or from the holder or the representative of any class of Senior Indebtedness or Subordinated Indebtedness and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, Trustee shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 at least one three (3) Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of either the principal of, premium, if any, cash amount payable at maturity or interest on any Existing SecuritySecurity or Coupon), a Responsible Officer of the Trustee shall not have so received with respect to such monies the notice provided for in this Section 13.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one on or after such three (3) Business Day Days prior to such date.”
Appears in 3 contracts
Samples: Junior Subordinated Indenture (Axis Capital Holdings LTD), Junior Subordinated Indenture (AXIS Specialty Finance LLC), Junior Subordinated Indenture (AXIS Specialty Finance LLC)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 3 contracts
Samples: Indenture (Cogent Communications Group Inc), Indenture (Oni Systems Corp), Indenture (Oni Systems Corp)
Notice to Trustee. The Company or any Guarantor Issuer shall give prompt written notice to the Trustee Trustees of any fact known to the Company or any such Guarantor Issuer which would prohibit the making of any payment to or by the Trustee at or the Corporate Trust Office of the Trustee Co-Trustee, or both, in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV 8 or any other provision of this Indenture, the Trustee Trustees shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee Trustees in respect of the Note GuaranteesNotes, unless and until the Trustee Trustees shall have received written notice thereof from the Company no later than one Business Day prior to such paymentIssuer or a Lender or from any trustee thereof; and, prior to the receipt of any such written notice, the TrusteeTrustees, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received at its Corporate Trust Office or the Co-Trustee at the address specified in Section 15.03, the notice referred to provided for in this Section 14.7 at least one three (3) Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, of or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee Trustees shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three (3) Business Day Days prior to such date.”
Appears in 3 contracts
Samples: Indenture (Tower Semiconductor LTD), Indenture (Tower Semiconductor LTD), Indenture (Tower Semiconductor LTD)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 3 contracts
Samples: Indenture (Crown Holdings, Inc.), Indenture (Crown Holdings, Inc.), Indenture (Crown Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 3 contracts
Samples: Indenture (Integrated Electrical Services Inc), Indenture (NBH Holdings Co Inc), Indenture (Miller Mechanical Contractors Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment payments to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof603, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 1109 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”for
Appears in 3 contracts
Samples: Indenture (Enron Capital Trust Ii), Indenture (Enron Capital Trust I), Indenture (Enron Preferred Funding Ii L P)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the 115 Company no later than one Business Day prior to such paymentor a holder of Designated Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Group Maintenance America Corp), Indenture (Group Maintenance America Corp)
Notice to Trustee. The Company or any Subsidiary Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Subsidiary Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guaranteesany Subsidiary Guarantee. Notwithstanding the provisions of this Article XIV or any other provision of this IndentureIndenture or any Subsidiary Guarantee, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guaranteesany Subsidiary Guarantee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to Subsidiary Guarantor or a holder of Senior Indebtedness of the Subsidiary Guarantor or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Principal Financial Group Inc), Junior Subordinated Indenture (Principal Financial Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, Securities pursuant to the provisions of this Article. Failure to give such notice to the Trustee shall not affect the subordination of the Securities to Senior Debt of Guarantors. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received written notice thereof from in writing to that effect signed by an Officer of the Company no later than one Business Day prior to such paymentCompany, or by a holder of Senior Debt or trustee or agent therefor; and, and prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of this Section 14.7Article Seven, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 12.06 at least one three Business Day Days prior to the date upon which by the terms hereof of this Indenture any such payment may moneys shall become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Existing Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such money any moneys from any Guarantor and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior date. Nothing contained in this Section 12.06 shall limit the right of the holders of Senior Debt of a Guarantor to such daterecover payments as contemplated by Section 12.02 or 12.”
Appears in 2 contracts
Samples: Indenture (United Auto Group Inc), Indenture (United Auto Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, Securities pursuant to the provisions of this Article. Failure to give such notice to the Trustee shall not affect the subordination of the Securities to Senior Debt of Guarantors. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received written notice thereof from in writing to that effect signed by an Officer of the Company no later than one Business Day prior to such paymentCompany, or by a holder of Senior Debt or trustee or agent therefor; and, and prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of this Section 14.7Article Seven, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to -------- ------- provided for in this Section 14.7 12.06 at least one three Business Day Days prior to the date upon which by the terms hereof of this Indenture any such payment may moneys shall become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such money any moneys from any Guarantor and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior date. Nothing contained in this Section 12.06 shall limit the right of the holders of Senior Debt of a Guarantor to such daterecover payments as contemplated by Section 12.02 or 12.”
Appears in 2 contracts
Samples: Indenture (Triton PCS Holdings Inc), Indenture (Triton PCS Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, Notes pursuant to the provisions of this Article Twelve. The Trustee shall not be charged with knowledge of the existence of any event of default with respect to any Guarantor Senior Indebtedness or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received written notice thereof from in writing at its Corporate Trust Office to that effect signed by an Officer of the Company no later than one Business Day prior to or such paymentGuarantor, or by a holder of Guarantor Senior Indebtedness or trustee or agent therefor; and, and prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of this Section 14.7Article Seven, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 12.05 at least one two Business Day Days prior to the date upon which by the terms hereof of this Indenture any such payment may moneys shall become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Existing SecurityNote), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such money any moneys from any Guarantor and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior date. Nothing contained in this Section 12.05 shall limit the right of the holders of Guarantor Senior Indebtedness to such daterecover payments as contemplated by Section 12.”
Appears in 2 contracts
Samples: Indenture (Tanner Chemicals Inc), Indenture (Amo Holdings LLC)
Notice to Trustee. The Company or any Guarantor Issuer shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor Issuer which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesDebt Securities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesDebt Securities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to Issuer or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Debt Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Subordinated Indenture (Financial Security Assurance Holdings LTD/Ny/), Subordinated Indenture (Financial Security Assurance Holdings LTD/Ny/)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV XIII or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of moneys to or by the Trustee in respect of the Note GuaranteesSecurities or Coupon of any series or the taking of any other action by the Trustee, unless and until a Responsible Officer of the Trustee shall have received at the Corporate Trust Office written notice thereof from the Company no later than one Business Day prior to such payment; andIssuer, prior to the Guarantor or from the holder or the representative of any class of Senior Indebtedness and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, Trustee shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 at least one three (3) Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of either the principal of, premium, if any, cash amount payable at maturity or interest on any Existing SecuritySecurity or Coupon), a Responsible Officer of the Trustee shall not have so received with respect to such monies the notice provided for in this Section 13.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one on or after such three (3) Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Subordinated Indenture (AXIS Specialty Finance LLC), Subordinated Indenture (AXIS Specialty Finance LLC)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesNotes pursuant to the provisions of this Article Four. Notwithstanding the provisions of this Article XIV Four or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesNotes pursuant to the provisions of this Article Four, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment; and(in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof8.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least less than one Business Day prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest (including Liquidated Damages, if any) on any Existing Security)Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 4.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same monies received to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one Business Day on or after such prior to such date.”
Appears in 2 contracts
Samples: Indenture (Kulicke & Soffa Industries Inc), Indenture (Kulicke & Soffa Industries Inc)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Nine or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.79.13, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 9.13 at least one five Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Vail Resorts Inc), Indenture (Vail Resorts Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, Securities pursuant to the provisions of this Article. The Trustee shall not be charged with knowledge of the existence of any default or event of default with respect to any Senior Debt or of any other facts which would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received written notice thereof from in writing at its Corporate Trust Office to that effect signed by an Officer of the Company no later than one Business Day prior to such paymentCompany, or by a holder of Senior Debt or trustee or agent therefor; and, and prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of this Section 14.7Article Seven, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof of this Indenture any such payment may moneys shall become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Existing Security), then, regardless of anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such money any moneys from any Guarantor and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior date. Nothing contained in this Section 12.06 shall limit the right of the holders of Senior Debt of a Guarantor to such daterecover payments as contemplated by Section 12.02 or 12.”
Appears in 2 contracts
Samples: Indenture (Tekni Plex Inc), Indenture (Tekni Plex Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.711.08, and subject to the provisions of Sections 7.1 7.01 and 7.2 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 11.08 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 2 contracts
Samples: Indenture (Language Line Costa Rica, LLC), Indenture (Atlantic Broadband Management, LLC)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.713.7, and subject to the provisions of Sections 7.1 6.1 and 7.2 6.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 13.7 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecuritySenior Note), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 2 contracts
Samples: Supplemental Indenture (Mosaic Crop Nutrition, LLC), Supplemental Indenture (Cargill Fertilizer, LLC)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.14, shall be entitled in all respects to assume that no such facts exist; provided, however, that if a Responsible Officer of the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.12 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it a Responsible Offer of the Trustee less than one two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Advanced Energy Industries Inc), Indenture (Advanced Energy Industries Inc)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Keystone Automotive Operations Inc), Indenture (Keystone Automotive Operations Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to a responsible officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at or any Paying Agent pursuant to the Corporate Trust Office provisions of the Trustee in respect of the Note Guaranteesthis Article. Notwithstanding the provisions of this Article XIV or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesNotes pursuant to the provisions of this Article, unless and until a responsible officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such paymentor a Representative; and, prior to and before the receipt of any such written notice, the Trustee, subject to Section 601 of the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereofBase Indenture, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, including the payment of the principal of, premium, if any, of or interest on any Existing Security)Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior to such date.”
Appears in 2 contracts
Samples: First Supplemental Indenture (Enterprise Financial Services Corp), First Supplemental Indenture (First Citizens Bancshares Inc /De/)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, agent bank under the Senior Credit Facility or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of TIA Sections 7.1 and 7.2 hereof315(a) through 315(d), shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Colortyme Inc), Indenture (Paragon Health Network Inc)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Thirteen or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.713.7, and subject to the provisions of Sections 7.1 6.1 and 7.2 6.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 13.7 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecuritySenior Note), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 2 contracts
Samples: Fourth Supplemental Indenture, Supplemental Indenture (Mosaic Co)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, the Bank Agent or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of TIA Sections 7.1 and 7.2 hereof315(a) through 315(d), shall be entitled in all respects to assume that no such facts exist; providedPROVIDED, howeverHOWEVER, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Alliance Imaging Inc /De/), Indenture (Accuride Corp)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Wesco International Inc), Indenture (Wesco International Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note Guarantees. Securities pursuant to the provisions of this Article X. Notwithstanding the provisions of this Article XIV X or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article X, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment; and(in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Debt, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least less than one Business Day prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest on any Existing Security)) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 10.5, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same monies received to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one Business Day on or after such prior to such date.”
Appears in 2 contracts
Samples: Indenture (Genta Inc De/), Indenture (Genta Inc De/)
Notice to Trustee. The Company or any Each Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from a Guarantor or a holder of Senior Indebtedness of a Guarantor or from any trustee, agent or representative therefor (whether or not the Company no later than one Business Day prior to facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Additional Sums and Additional Amounts, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”. 124 EXECUTION 134
Appears in 2 contracts
Samples: Senior Subordinated Indenture (Fresenius National Medical Care Holdings Inc), Senior Subordinated Indenture (Fresenius National Medical Care Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Indebtedness or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Delphi Financial Group Inc/De), Junior Subordinated Indenture (Delphi Financial Group Inc/De)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities of any series pursuant to the provisions of this Article. Notwithstanding the provisions of this Article XIV or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of any Securities of any series pursuant to the Note Guaranteesprovisions of this Article, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.03, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Existing SecuritySecurities of any series), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money moneys and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Marathon Petroleum Corp), Indenture (Marathon Petroleum Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written ----------------- notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have -------- ------- received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Commonwealth Bankshares Inc), Junior Subordinated Indenture (Commonwealth Bankshares Inc)
Notice to Trustee. The Company or any Each Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from a Guarantor or a holder of Senior Indebtedness of a Guarantor or from any trustee, agent or representative therefor (whether or not the Company no later than one Business Day prior to facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Additional Sums and Additional Amounts, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Senior Subordinated Indenture (Fresenius Medical Care Corp), Senior Subordinated Indenture (Fresenius Medical Care Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Indebtedness (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 2 contracts
Samples: Indenture (Bea Systems Inc), Indenture (Exodus Communications Inc)
Notice to Trustee. The Company or any Subsidiary Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Subsidiary Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guaranteesany Subsidiary Guarantee. Notwithstanding the provisions of this Article XIV or any other provision of this IndentureIndenture or any Subsidiary Guarantee, the Trustee shall not be charged with actual knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guaranteesany Subsidiary Guarantee, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to Subsidiary Guarantor or a holder of Senior Indebtedness of the Subsidiary Guarantor or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Subordinated Indenture (Principal Financial Services Inc), Subordinated Indenture (Principal Financial Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers’ Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesDebentures pursuant to the provisions of this Article 4. Notwithstanding the provisions of this Article XIV 4 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesDebentures pursuant to the provisions of this Article 4, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment; and(in the form of an Officers’ Certificate) or a Representative or a holder or holders of Senior Debt, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof8.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least less than one Business Day prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, or premium, if any, or interest on any Existing Security)Debenture) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section 4.05, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same monies received to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one Business Day on or after such prior to such date.”
Appears in 2 contracts
Samples: Indenture (Mentor Graphics Corp), Indenture (Mentor Graphics Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.07, and subject to the provisions of Sections 7.1 7.01 and 7.2 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 2 contracts
Samples: Indenture (General Cable Corp /De/), Indenture (General Cable Corp /De/)
Notice to Trustee. The Company An Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuers no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Indenture (Crown Holdings Inc), Indenture (Crown Holdings Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Indebtedness of the Company or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Junior Subordinated Indenture (Principal Financial Group Inc), Junior Subordinated Indenture (Principal Financial Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to Sections 315(a) through 315(d) of the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereofTrust Indenture Act, shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, and premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 2 contracts
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Indebtedness or from any trustee, agent or representative therefor (whether or not the facts contained in such paymentnotice are true); and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 2 contracts
Samples: Senior Subordinated Indenture (Symons International Group Inc), Senior Subordinated Indenture (Superior National Insurance Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”. 117 108
Appears in 1 contract
Samples: Junior Subordinated Indenture (Bancorp Hawaii Capital Trust I)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to ----------------- the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Indebtedness (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt promptly written notice to a Responsible Officer of the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article XII, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office of the Trustee from the Company no later than one Business Day prior to such paymentor a holder or holders of Senior Indebtedness or from any trustee therefor; and, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.01, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, ) the Trustee shall not have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior received, with respect to such date.”monies, the notice provided for in this
Appears in 1 contract
Samples: Indenture (Time Warner Cable Inc.)
Notice to Trustee. The Company Issuer or any Subsidiary Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Subsidiary Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Subsidiary Guarantees, if any. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Subsidiary Guarantees, if any, unless and until the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal Accreted Value of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”. ARTICLE ELEVEN [RESERVED] ARTICLE TWELVE
Appears in 1 contract
Samples: Indenture (Pharma Services Intermediate Holding Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at or any Paying Agent pursuant to the Corporate Trust Office provisions of the Trustee in respect of the Note Guaranteesthis Article. Notwithstanding the provisions of this Article XIV or any other provision of this the Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesNotes pursuant to the provisions of this Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such paymentor a Representative; and, prior to and before the receipt of any such written notice, the Trustee, subject to Section 601 of the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereofBase Indenture, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, including the payment of the principal of, premium, if any, of or interest on any Existing Security)Note) the Trustee shall not have received, with respect to such monies, the notice provided for in this Section, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which may be received by it less than one Business Day on or after such prior to such date.”
Appears in 1 contract
Samples: First Supplemental Indenture (Park National Corp /Oh/)
Notice to Trustee. The Company or any Guarantor shall give prompt ------------------ written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall -------- ------- not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”. 105
Appears in 1 contract
Samples: Junior Subordinated Indenture (Central Fidelity Capital Trust I)
Notice to Trustee. The Company An Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuers no later than one three Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Crown Holdings Inc)
Notice to Trustee. (a) The Company or any Guarantor shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; andor a holder of Senior Debt or from any trustee, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existagent or representative therefor; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 12.8 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, of and any premium on or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Junior Subordinated Indenture (Kingsway Financial Services Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, the Agent or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of TIA Sections 7.1 and 7.2 hereof315(a) through 315(d), shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the 111 100 terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice in the form of an Officers' Certificate to a Responsible Officer of the Trustee and to any paying agent of any fact known to the Company or any such Guarantor which would prohibit the making of any payment of monies to or by the Trustee at the Corporate Trust Office of the Trustee or any paying agent in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article 15. Notwithstanding the provisions of this Article XIV 15 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of monies to or by the Trustee in respect of the Note GuaranteesSecurities pursuant to the provisions of this Article 15, unless and until a Responsible Officer of the Trustee shall have received written notice thereof at the Corporate Trust Office from the Company no later than one Business Day prior to such payment(in the form of an Officers' Certificate) or a Representative or a holder or holders of Senior Indebtedness or from any trustee thereof; and, prior to and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall on a date not have received the notice referred to in this Section 14.7 at least one fewer than two Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”upon
Appears in 1 contract
Samples: Indenture (Willbros Group Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any Representative therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 12.10 at least one two Business Day Days prior to the date upon on which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on or any Existing Additional Amounts with respect to any Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, the Administrative Agent or Representative under the Senior Credit Agreement or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, Trustee shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Details Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to a Responsible Officer of the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesDebt Securities of such series pursuant to the provisions of this Article. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesDebt Securities of such series pursuant to the provisions of this Article, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder or holders of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof903, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall have not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (or premium, if any, ) or interest on any Existing Security)Debt Securities of such series, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose purposes for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (For Subordinated Debt Securities) (Devon Financing Trust Ii)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received -------- ------- at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any 135 notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Subsidiary Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Subsidiary Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; providedPROVIDED, howeverHOWEVER, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”. ARTICLE ELEVEN
Appears in 1 contract
Samples: Indenture (Solutia Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, Sections 9.1 and subject to the provisions of Sections 7.1 and 7.2 hereof9.2, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such datedate and, further, shall not be liable in any manner for any payments made in accordance with the provisions hereof.”
Appears in 1 contract
Samples: Senior Subordinated Indenture (Mohawk Capital Luxembourg SA)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any insolvency or bankruptcy proceeding in respect of the Company, of and proceedings for voluntary liquidation, dissolution, or other winding up of the Company (whether or not involving insolvency or bankruptcy), or of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV Thirteen or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any or payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Signature Resorts Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including Liquidated Damages, if any) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Atmi Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest Liquidated Damages, if any, on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than within one Business Day prior to such date.”
Appears in 1 contract
Samples: Indenture (Realnetworks Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV 10 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor (provided that only holders of Designated Senior Indebtedness or their Representatives may give the notice provided for in Section 10.04(b)); and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof7.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 10.11 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Envirosource Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon 72 which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Junior Subordinated Indenture (Sierra Pacific Resources Capital Trust Ii)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any insolvency or bankruptcy proceeding in respect of the Company, of and proceedings for voluntary liquidation, dissolution, or other winding up of the Company (whether or not involving insolvency or bankruptcy), or of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV Thirteen or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any or payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, provided that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Signature Resorts Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which that would prohibit the making of any payment or distribution to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSeries A Notes pursuant to the provisions of this Article Eleven. Notwithstanding the provisions of this Article XIV Eleven or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which fact that would prohibit the making of any payment or distribution to or by the Trustee in respect of the Note GuaranteesSeries A Notes pursuant to the provisions of this Article Eleven, unless and until the Trustee a Responsible Officer shall have received written notice thereof at the Principal Office of the Trustee from the Company no later than one Business Day prior to such paymentor a Senior Lender or from any trustee for Senior Indebtedness or for purposes of Section 11.03 from the trustee for the Series B Notes; and, and prior to the receipt of any such written notice, notice the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof5.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least 11.06 within one Business Day prior to the date upon which by the terms hereof any such payment funds may become payable for any purpose under this Indenture (including, including without limitation, limitation the payment of the principal of, of or premium, if any, or interest on any Existing SecuritySeries A Note), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money funds and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than within one Business Day prior to such date.”
Appears in 1 contract
Samples: Indenture (CSK Auto Corp)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; or a Representative or a holder of Senior Debt (including, without limitation, a holder of Designated Senior Debt) and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 13.9 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premiumof (and premium (including any Make-Whole Payment), if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Sonus Networks Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Debt or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be 77 affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Junior Subordinated Indenture (Hartford Financial Services Group Inc/De)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Designated Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.1, shall be entitled in all respects to assume that no such facts exist; provided, however, that if -------- ------- the Trustee shall not have received at its Corporate Trust Office the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment in cash of the principal of, premium, if any, any or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Wyne Systems Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV XII or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof6.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 12.09 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentCompany, the Agent or a holder of Senior Indebtedness or from any trustee, fiduciary or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of TIA Sections 7.1 and 7.2 hereof315(a) through 315(d), shall be entitled in all respects to assume that no such facts exist; provided, however, that that, if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Afa Products Inc)
Notice to Trustee. The Company Corporation or any Guarantor the Guarantor, as the case may be, shall give prompt written notice to the Trustee of any fact known to the Company Corporation or any such Guarantor which the Guarantor, as the case may be, that would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Securities and the Guarantees, respectively. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note Securities or the Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; andCorporation or the Guarantor, prior to as the receipt case may be, or a holder of the Corporation's or the Guarantor's Senior Debt, as the case may be, or from any such written noticetrustee, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existagent or representative therefor; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, on) or interest (including any Additional Interest) on any Existing SecuritySecurity or any Guarantee), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which that may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.07, and subject to the provisions of Sections 7.1 7.01 and 7.2 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”. ARTICLE ELEVEN
Appears in 1 contract
Samples: Indenture (General Cable Corp /De/)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; andor a holder of Senior Debt or from any trustee, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existagent or representative therefor; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest (including any Additional Interest) on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV X or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.07, and subject to the provisions of Sections 7.1 7.01 and 7.2 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 1 contract
Samples: Indenture (Imc Global Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV XIII or any other provision provisions of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment of moneys to or by the Trustee in respect of the Note GuaranteesSecurities or Coupon of any series or the taking of any other action by the Trustee, unless and until a Responsible Officer of the Trustee shall have received at the Corporate Trust Office written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to Issuer or from the holder or the representative of any class of Senior Indebtedness and before the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, Trustee shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 at least one three (3) Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of either the principal of, premium, if any, cash amount payable at maturity or interest on any Existing SecuritySecurity or Coupon), a Responsible Officer of the Trustee shall not have so received with respect to such monies the notice provided for in this Section 13.6, then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary contrary, which may be received by it less than one on or after such three (3) Business Day Days prior to such date.”
Appears in 1 contract
Samples: Subordinated Indenture (AXIS Specialty Finance LLC)
Notice to Trustee. (a) The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which that would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, Debentures pursuant to the provisions of this Article Ten. The Trustee shall not be charged with the knowledge of the existence of any default or event of default with respect to any Senior Indebtedness or of any other facts that would prohibit the making of any payment to or by the Trustee unless and until the Trustee shall have received written notice thereof from in writing at its Corporate Trust Office to that effect signed by an Officer of the Company no later than one Business Day prior to such paymentCompany, or by a holder of Senior Indebtedness or trustee or agent thereof; and, and prior to the receipt of any such written notice, the TrusteeTrustee shall, subject to the provisions of this Section 14.7Article Seven, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts exist; providedprovided that, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 10.06 at least one three Business Day Days prior to the date upon which which, by the terms hereof of this Indenture, any such payment may monies shall become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityDebenture), then, notwithstanding anything herein contained to the contrary notwithstandingcontrary, the Trustee shall have full power and authority to receive such money any monies from the Company and to apply the same to the purpose for which such money was received they were received, and shall not be affected by any notice to the contrary which that may be received by it less than one Business Day on or after such prior date except for an acceleration of the Debentures prior to such date.”application. Nothing contained in this 79 72
Appears in 1 contract
Samples: Indenture (Regal Cinemas Inc)
Notice to Trustee. The Company or any Each Subsidiary Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Subsidiary Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note Guaranteesits Subsidiary Guarantee. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guaranteesany Subsidiary Guarantee, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to a Subsidiary Guarantor or a holder of such paymentSenior Debt of a Subsidiary Guarantor or from any trustee or agent therefor; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof601, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Iridium Facilities Corp)
Notice to Trustee. The Company Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company Issuer no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.05, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.05 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Crown Holdings Inc)
Notice to Trustee. The Company Either Issuer or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company such Issuer or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company Issuers no later than one two Business Day Days prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.07, and subject to the provisions of Sections 7.1 7.01 and 7.2 hereof7.02, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”
Appears in 1 contract
Notice to Trustee. The Company or any Guarantor shall give prompt ------------------- written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesNotes. Notwithstanding the provisions of this Article XIV 10 or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesNotes, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such paymentor a holder of Senior Indebtedness or from any trustee therefor (provided that only holders of Designated Senior Indebtedness or their Representatives may give the notice provided for in Section 10.04(b)); and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof7.01, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 10.11 at least one two Business Day Days prior to the date upon which by the terms hereof any such payment money may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one within two Business Day Days prior to such date.”
Appears in 1 contract
Samples: Indenture (Envirosource Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the its Corporate Trust Office of the Trustee in respect of the Note Guarantees. Notwithstanding the provisions of this Article XIV Ten or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note Guarantees, unless and until the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.710.07, and subject to the provisions of Sections 7.1 7.01 and 7.2 7.02 hereof, shall be entitled in all respects to assume that no such facts exist; provided, however, that if the Trustee shall not have received the notice referred to in this Section 14.7 10.07 at least one Business Day prior to the date upon which by the terms hereof any such payment may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, premium, if any, or interest on any Existing SecurityNote), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money and to apply the same to the purpose for which such money was received and shall not be affected by any notice to the contrary which may be received by it less than one Business Day prior to such date.”. ARTICLE ELEVEN
Appears in 1 contract
Samples: Indenture (Imc Global Inc)
Notice to Trustee. The Company or any Guarantor shall give prompt written notice to the Trustee of any fact known to the Company or any such Guarantor which would prohibit the making of any payment to or by the Trustee at the Corporate Trust Office of the Trustee in respect of the Note GuaranteesSecurities. Notwithstanding the provisions of this Article XIV or any other provision of this Indenture, the Trustee shall not be charged with knowledge of the existence of any facts which would prohibit the making of any payment to or by the Trustee in respect of the Note GuaranteesSecurities, unless and until a Responsible Officer of the Trustee shall have received written notice thereof from the Company no later than one Business Day prior to or a holder of Senior Indebtedness of the Company or from any trustee, agent or representative therefor (whether or not the facts contained in such payment; and, prior to the receipt of any such written notice, the Trustee, subject to the provisions of this Section 14.7, and subject to the provisions of Sections 7.1 and 7.2 hereof, shall be entitled in all respects to assume that no such facts existnotice are true); provided, however, that if the Trustee shall not have received the notice referred to provided for in this Section 14.7 at least one three Business Day Days prior to the date upon which by the terms hereof any such payment monies may become payable for any purpose under this Indenture (including, without limitation, the payment of the principal of, of (and premium, if any, ) or interest on any Existing Security), then, anything herein contained to the contrary notwithstanding, the Trustee shall have full power and authority to receive such money monies and to apply the same to the purpose for which such money was they were received and shall not be affected by any notice to the contrary which may be received by it less than one within three Business Day Days prior to such date.”
Appears in 1 contract
Samples: Subordinated Indenture (Principal Financial Services Inc)