Common use of PIK Notes Clause in Contracts

PIK Notes. (a) In the event that the Company pays PIK Interest as set forth in the Notes, the Company shall increase the outstanding principal amount of the Global Notes or issue additional Certificated Notes as applicable (in each case, “PIK Notes”) having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows: (i) with respect to Notes represented by one or more Global Notes, by increasing the principal amount of the outstanding Global Notes, effective as of the applicable Interest Payment Date, by an amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1); and (ii) with respect to Notes represented by Certificated Notes, by issuing PIK Notes in the form of Certificated Notes, dated as of the applicable Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1). (b) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of PIK Notes, the Global Notes will bear interest on such increased principal amount from and including the applicable Interest Payment Date. Any PIK Notes issued in the form of Certificated Notes will be dated as of the applicable Interest Payment Date and will bear interest from and including such date. The PIK Notes are identical to the Notes for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and mandatory offers to purchase (except that interest will begin to accrue on the PIK Notes from and including the date they are issued rather than the Exchange Date), and will be consolidated and form a single class with the Notes. References to “principal amount” of the Notes shall include any increase in the principal amount of the outstanding Notes as a result of the payment of PIK Interest. (c) To the extent PIK Notes are issued in the form of Certificated Notes as contemplated by Section 2.01(a)(ii) above, the Registrar will, at the request of the Company, authenticate and deliver any PIK Notes in the form of Certificated Notes for original issuance to the Holders of Certificated Notes on the relevant Interest Record Date in accordance with this Indenture. PIK Notes in the form of Certificated Notes will be issued in minimum denominations of US$1 and integral multiples of US$1 in excess thereof but may only be transferred in denominations of US$1,000 and integral multiples of US$1 in excess thereof. Notwithstanding the foregoing, for the purpose of Euroclear and Clearstream, the denominations are considered as US$1. For the avoidance of doubt, neither Euroclear nor Clearstream is required to monitor or enforce the minimum amount.

PIK Notes. (a) In The Company may, without the event that consent of the Company pays Holders of the Notes, in connection with the payment of PIK Interest in accordance with Section 2.04(c), create and issue PIK Notes having the same terms and conditions as set forth the Notes issued prior to the issuance of such PIK Notes (including the benefit of the Subsidiary Guarantees) in all respects (or in all respects except for the issue date, issue price and the first payment of interest thereon and, to the extent necessary, certain temporary securities law transfer restrictions). Any such PIK Notes may be consolidated and form a single series with the previously outstanding Notes, provided that such PIK Notes must be treated as part of the same issue as the previously outstanding Notes for U.S. federal income tax purposes. PIK Notes issued in this manner will be consolidated and form a single series with the previously outstanding Notes in accordance with the requirements of the Depositary. In connection with any issuance of PIK Notes, the Company shall deliver an Authentication Certificate to the Trustee directing the Trustee to authenticate and deliver PIK Notes on the relevant Interest Payment Date that cash interest would otherwise have been payable and in the aggregate principal amount of such PIK Interest specified therein, and the Trustee in accordance with such Authentication Certificate, shall authenticate and deliver such PIK Notes. The PIK Notes will be (i) represented by an increase in the outstanding aggregate principal amount of the Global Notes or issue additional Certificated Notes as applicable (in each case, “PIK Notes”) having an aggregate principal amount equal to where the amount of interest then due and owing as PIK Interest as follows: (i) with is payable in respect to Notes represented by one or more of issued Global Notes, by increasing the principal amount of the outstanding Global Notes, effective as of the applicable Interest Payment Date, by an amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1); and or (ii) with respect to Notes represented by Certificated Notes, by issuing PIK Notes in the form of Certificated Notes, dated as of the applicable Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1). (b) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of PIK Notes, the Global Notes will bear interest on such increased principal amount from and including the applicable Interest Payment Date. Any PIK Notes issued in the form of Certificated Notes where the PIK Interest is payable in respect of issued Certificated Notes or if the Notes are no longer represented by Global Notes. All PIK Notes will rank pari passu in right of payment with the Notes, will be dated as of the applicable Interest Payment Date and will bear interest from and including such date. The PIK Notes are identical to the Notes for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and mandatory offers to purchase (except that interest will begin to accrue guaranteed on the PIK Notes from and including the date they are issued rather than the Exchange Date), a pari passu basis by each Subsidiary Guarantor and will be consolidated secured equally and form a single class ratably with the Notes. References to “principal amount” of Notes by Liens on the Collateral held by the Security Trustee for as long as the Notes shall include any increase and the Subsidiary Guarantees are secured by the Collateral, on and subject to the terms contained in the principal amount of the outstanding Notes as a result of the payment of PIK InterestIndenture. (c) To the extent PIK Notes are issued in the form of Certificated Notes as contemplated by Section 2.01(a)(ii) above, the Registrar will, at the request of the Company, authenticate and deliver any PIK Notes in the form of Certificated Notes for original issuance to the Holders of Certificated Notes on the relevant Interest Record Date in accordance with this Indenture. PIK Notes in the form of Certificated Notes will be issued in minimum denominations of US$1 and integral multiples of US$1 in excess thereof but may only be transferred in denominations of US$1,000 and integral multiples of US$1 in excess thereof. Notwithstanding the foregoing, for the purpose of Euroclear and Clearstream, the denominations are considered as US$1. For the avoidance of doubt, neither Euroclear nor Clearstream is required to monitor or enforce the minimum amount.

PIK Notes. (a) In the event that the Company pays PIK Interest as set forth in this Indenture and the Notes, the Company shall increase the outstanding aggregate principal amount by the issuance of the additional Global Notes or or, if the Notes are in certificated form, issue additional Certificated Notes as applicable (in each case, “PIK Notes”) having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows: (i) with respect to Notes represented by one or more Global Notes, by increasing the principal amount of the outstanding issuing additional Global Notes, effective dated as of the applicable Interest Payment Date, by an amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1); and (ii) with respect to Notes represented by Certificated Notes, by issuing PIK Notes in the form of Certificated Notes, dated as of the applicable Interest Payment Date, in an aggregate principal amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1). (b) Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of PIK Notes, the Global Notes will bear interest on such increased principal amount from and including the applicable Interest Payment Datedate of issuance of such PIK Notes. Any PIK Notes issued in the form of Certificated Notes will be dated as of the applicable Interest Payment Date and will bear interest from and including such date. The PIK Notes are identical to the Notes for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and mandatory offers to purchase (except that interest will begin to accrue on the PIK Notes from and including the date they are issued rather than the Exchange Date), and will be consolidated and form a single class with the Notes. References to “principal amount” of the Notes shall include any increase in the principal amount of the Notes then outstanding Notes as a result of the payment of PIK Interest. (c) To the extent PIK Notes are issued in the form of Certificated Notes as contemplated by Section 2.01(a)(ii‎Section 2.07(a)(ii) above, the Registrar or the Authenticating Agent, as applicable, will, at the request of the Company, authenticate and deliver any PIK Notes Notes, or a replacement Certificate, if applicable, in the form of Certificated Notes for original issuance to the Holders of Certificated Notes on the relevant Interest Record Date in accordance with this Indenture. PIK Notes in the form of Certificated Notes will be issued in minimum denominations of US$1 and integral multiples of US$1 in excess thereof but may only be transferred in denominations of US$1,000 and integral multiples of US$1 in excess thereof. Notwithstanding the foregoing, for the purpose of Euroclear and Clearstream, the denominations are considered as US$1. For the avoidance of doubt, neither Euroclear nor Clearstream is required to monitor or enforce the minimum denomination amount.

PIK Notes. (a) In At all times prior to the event that the Company pays Rate Adjustment Date, PIK Interest as set forth in on the Notes, the Company Notes shall increase the outstanding principal amount of the Global Notes or issue additional Certificated Notes as applicable (in each case, “PIK Notes”) having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows: be payable: (i) with respect to Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Depositary (or any successor depository) or its nominee on the relevant record date, by increasing the principal amount of the outstanding Global Notes, effective as of the applicable Interest Payment Date, by an amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1); and whole dollar) at the request of the Company to increase the principal amount of the outstanding Global Note and (ii) with respect to Notes represented by Certificated Physical Notes, if any, by issuing PIK Notes in the form of Certificated Notescertificated form, dated as of the applicable Interest Payment Date, in an aggregate principal amount equal to the amount of the PIK Interest for the applicable interest period (rounded up to the nearest US$1whole dollar). (b) , and the Trustee will, upon receipt of a Company Order, authenticate and deliver such PIK Notes in certificated form for original issuance to the Holders on the relevant record date, as shown by the records of the register of holders. Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of PIK NotesPayment, the such Global Notes will bear interest on such increased principal amount from and including after the applicable Interest Payment DateDate in respect of which such PIK Payment was made. Any PIK Notes issued in the certificated form of Certificated Notes will be dated as of the applicable Interest Payment Date and will bear interest from and including after such date. The Any certificated PIK Notes are identical to the Notes for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and mandatory offers to purchase (except that interest will begin to accrue on the PIK Notes from and including the date they are issued rather than the Exchange Date), and will be consolidated and form a single class with the Notes. References to “principal amount” of the Notes shall include any increase in the principal amount of the outstanding Notes as a result of the payment of PIK Interest. (c) To the extent PIK Notes are issued in the form of Certificated Notes as contemplated by Section 2.01(a)(ii) above, the Registrar will, at the request of the Company, authenticate and deliver any PIK Notes in the form of Certificated Notes for original issuance to the Holders of Certificated Notes on the relevant Interest Record Date in accordance with this Indenture. PIK Notes in the form of Certificated Notes will be issued in minimum denominations with the description “PIK” on the face of US$1 such PIK Note. All Notes issued pursuant to a PIK Payment will mature on the same maturity date as the Notes issued on the Issue Date and integral multiples of US$1 in excess thereof but may only will be transferred in denominations of US$1,000 governed by, and integral multiples of US$1 in excess thereof. Notwithstanding subject to the foregoingterms, for the purpose of Euroclear provisions and Clearstreamconditions of, the denominations are considered Indenture and shall have the same rights and benefits as US$1. For the avoidance of doubt, neither Euroclear nor Clearstream is required to monitor or enforce Notes issued on the minimum amountIssue Date.

PIK Notes. (a) In the event that the Company pays PIK Interest as set forth in on the Notes, the Company Notes shall increase the outstanding principal amount of the Global Notes or issue additional Certificated Notes as applicable (in each case, “PIK Notes”) having an aggregate principal amount equal to the amount of interest then due and owing as PIK Interest as follows: be payable: (i) with respect to Notes represented by one or more Global NotesNotes registered in the name of, or held by, the Depositary (or any successor depository) or its nominee on the relevant record date, by increasing the principal amount of the outstanding Global Notes, effective as of the applicable Interest Payment Date, by an amount equal to the amount of PIK Interest for the applicable interest period (rounded up to the nearest US$1); and whole dollar) at the request of the Company to increase the principal amount of the outstanding Global Note and (ii) with respect to Notes represented by Certificated Physical Notes, if any, by issuing PIK Notes in the form of Certificated Notescertificated form, dated as of the applicable Interest Payment Date, in an aggregate principal amount equal to the amount of the PIK Interest for the applicable interest period (rounded up to the nearest US$1whole dollar). (b) , and the Trustee will, upon receipt of a Company Order, authenticate and deliver such PIK Notes in certificated form for original issuance to the Holders on the relevant record date, as shown by the records of the register of holders. Following an increase in the principal amount of the outstanding Global Notes as a result of a payment of PIK Interest in the form of PIK NotesPayment, the Global Notes will bear interest on such increased principal amount from and including after the applicable Interest Payment DateDate in respect of which such PIK Payment was made. Any PIK Notes issued in the certificated form of Certificated Notes will be dated as of the applicable Interest Payment Date and will bear interest from and including after such date. The All Notes issued pursuant to a PIK Notes are identical to Payment will mature on the same maturity date as the Notes for all purposes under the Indenture, including, without limitation, waivers, amendments, redemptions and mandatory offers to purchase (except that interest will begin to accrue issued on the PIK Notes from and including the date they are issued rather than the Exchange Date), Issue Date and will be consolidated governed by, and form a single class with subject to the Notes. References to “principal amount” of terms, provisions and conditions of, the Indenture and shall have the same rights and benefits as the Notes shall include any increase in the principal amount of the outstanding Notes as a result of the payment of PIK Interest. (c) To the extent PIK Notes are issued in the form of Certificated Notes as contemplated by Section 2.01(a)(ii) above, the Registrar will, at the request of the Company, authenticate and deliver any PIK Notes in the form of Certificated Notes for original issuance to the Holders of Certificated Notes on the relevant Interest Record Date in accordance with this IndentureIssue Date. Any certificated PIK Notes in the form of Certificated Notes will be issued in minimum denominations with the description “PIK” on the face of US$1 and integral multiples of US$1 in excess thereof but may only be transferred in denominations of US$1,000 and integral multiples of US$1 in excess thereof. Notwithstanding the foregoing, for the purpose of Euroclear and Clearstream, the denominations are considered as US$1. For the avoidance of doubt, neither Euroclear nor Clearstream is required to monitor or enforce the minimum amountsuch PIK Note.