Common use of PIK Payments Clause in Contracts

PIK Payments. If the Company is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, by increasing the principal amount of each outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to such outstanding Global Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Period.

PIK Payments. If the Company Parent Issuer is permitted to exercise the 100% PIK Option or 50% PIK Option for any Interest Period and does so exercise the 100% PIK Option or 50% PIK Option with respect to such Interest Period, the Company Parent Issuer shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, Period by increasing the principal amount of each such outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to each such outstanding Global Note (rounded up to the nearest whole Dollar) for ), and an adjustment shall be made by the relevant Interest PeriodTrustee, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and Issuer Order, to reflect such increase, with respect to Global Notes, in the “Schedule of Increases or Decreases in the Global Note”” and, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the books and records of the Registrar. Any Trustee (a “PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity datePayment”), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company Parent Issuer is permitted to exercise the 100% PIK Option or 50% PIK Option for any Interest Period and desires to exercise the 100% PIK Option or 50% PIK Option for such Interest Period, the Company Parent Issuer must deliver a notice to the Trustee no later than the day that is twenty fifteen days prior to the Interest Payment Date in respect first day of such Interest Period, which notice (x) indicates the amount of which PIK Interest and cash interest that will be paid in respect of Option is being exercised for such Interest Period on the Interest Payment Date in respect of such Interest Period, and (y) certifies that the Company Parent Issuer is permitted to exercise the such PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the such PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes; provided that, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Period commencing on and including the Closing Date and to but excluding November 6, 2019, (i) a PIK Notice indicating that the 100% PIK Option is being exercised and certifying that the Parent Issuer is permitted to exercise such PIK Option for such Interest Period shall be deemed to have been delivered to the Trustee in accordance with the procedures described in this Section 2.01(e) and the Notes and (ii) the 100% PIK Option shall be deemed to have been validly exercised for such Interest Period.

PIK Payments. If In connection with the Company is permitted payment of PIK Interest in respect of the Notes, the Issuer may, without the consent of the Holders, elect to exercise either increase the PIK Option for any Interest Period and does so exercise principal amount of the PIK Option outstanding Notes represented by one or more Global Notes or, with respect to such Interest PeriodDefinitive Notes represented by individual certificates, the Company shall pay the applicable amount of if any, issue additional Notes in certificated form (“PIK Interest for such Interest Period in respect of each outstanding Note Notes”) under this Indenture on the Interest Payment Date same terms and conditions (except that PIK Notes shall be made in respect a minimum denomination of such Interest Period. On any Interest Payment Date on $1.00 and integral multiples of $1.00, have different issuance dates, offering prices and, in certain circumstances, dates from which interest will accrue) as the Company pays PIK Interest Initial Notes (in each case, a “PIK Payment”). The Initial Notes (as may be increased by a PIK Payment), the PIK Interest on Notes and any Additional Notes (as may be increased by a PIK Payment) issued under this Indenture will be treated as a single class for all purposes under this Indenture, including waivers, amendments, redemptions and offers to purchase. Unless the context otherwise requires, (a) references to the Notes will be payable (1) with respect to Global Notes, by increasing the principal amount of each outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to such outstanding Global Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following include any increase in the principal amount of the outstanding Notes as a the result of a PIK Payment, the Additional Notes will bear interest on such increased principal amount from actually issued and after the date of such any PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture Notes actually issued and (including for purposes of calculating any redemption price or redemption amount), b) references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of outstanding Notes (including PIK Interest thereto Notes) as a result of a payment of PIK Interest. In connection with any payment of PIK Payment. If the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest PeriodInterest, the Company must deliver a notice to the Trustee no later than the day that is twenty days five (5) Business Days prior to the Interest Payment Date in respect of such Interest Periodrelevant interest payment date, which the Issuer shall deliver to the Holders, the Trustee and the Paying Agent (if other than the Trustee) written notice (x) indicates setting forth the amount of PIK Interest and cash interest that will to be paid on such interest payment date, and in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms case of the Indenture Trustee and the Notes and is so exercising the PIK Option for such Interest Period and Paying Agent, accompanied by either (zi) directs an Issuer Order directing the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification Issuer Order the Trustee and Paying Agent shall be entitled to rely upon or (such notice, a “ii) PIK Notice”)Notes and an Issuer Order to the Trustee for authentication of the PIK Notes. Interest for each interest period commencing on the Issue Date shall be payable pursuant to the terms of the Notes set forth in Exhibit A. Notwithstanding anything to the contrary contained in this Indenture or Section, the Notes, whenever under this Indenture or the Notes payment of accrued and unpaid interest is required to be paid in connection with a payment any redemption of principal on the Notes (whether as described under Section 5.7, in connection with a redemption, repurchase, Change any repurchase of Control Offer, Asset Sale Offer, acceleration, Notes as described under Sections 3.5 and 3.9 or otherwise), such interest will at Stated Maturity shall be paid made solely in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest Periodcash.”

PIK Payments. If the Company Issuer is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company Issuer shall pay the applicable amount of PIK Interest for such Interest Period in respect of each outstanding Note on the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which the Company pays PIK Interest (a “PIK Payment”), PIK Interest on the Notes will be payable (1) with respect to Global Notes, Period by increasing the principal amount of each such outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest applicable to each such outstanding Global Note (rounded up to the nearest whole Dollar) for ), and an adjustment shall be made by the relevant Interest PeriodTrustee to reflect such increase, as provided in the PIK Noticewith respect to Global Notes, to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”” or the “Schedule of Increases or Decreases in the Regulation S Temporary Global Note” (as applicable) and, and (2) with respect to Definitive Notes, by issuing additional Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest applicable to each outstanding Definitive Note (rounded up to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the Trustee will, at the written order of the Company, authenticate and deliver such PIK Notes in definitive form for original issuance to the Holders on the relevant record date, as shown by the books and records of the Registrar. Any Trustee (a “PIK Notes issued in definitive form will be dated as of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity datePayment”), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing Date. Following any increase in the principal amount of the outstanding Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless the context otherwise requires, for all purposes under this Indenture and the Notes (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase in the principal amount thereof due to the addition of PIK Interest thereto as a result of any PIK Payment. If the Company Issuer is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company Issuer must deliver a notice “PIK Notice” to the Trustee (and, prior to the Disposition Date, to the GS Purchasers) no later than the day that is twenty days five Business Days prior to the Interest Payment Date in respect beginning of such Interest Period; provided that, which notice (x) indicates with respect to the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period commencing on and including the Interest Payment Closing Date in respect of such Interest Periodto but excluding June 30, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice2021, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of ” indicating that the PIK Option (i.e., 12.00%), regardless of whether or not the Company has is being exercised for such Interest Period shall be deemed to have been delivered a PIK Notice with respect to the current Interest PeriodTrustee and the GS Purchasers in accordance with the procedures described in this Section 2.01(g) and the Notes.

PIK Payments. If In connection with the Company is permitted to exercise the PIK Option for any Interest Period and does so exercise the PIK Option with respect to such Interest Period, the Company shall pay the applicable amount payment of PIK Interest for such Interest Period in respect of each the Notes, without notice to or consent of the Holders and without regard to any restrictions or limitations set forth in Section 4.09 hereof, the outstanding Note on principal amount of the Interest Payment Date in respect of such Interest Period. On any Interest Payment Date on which Notes may be increased from time to time or PIK Notes ranking pari passu with the Initial Notes may be created and issued from time to time by the Company pays PIK Interest (in each case, a “PIK Payment”)) and such PIK Notes shall be consolidated with and form a single class with the Initial Notes and shall have the same terms as to status, redemption or otherwise as the Initial Notes. PIK Interest on the Notes will be payable (1x) with respect to Global NotesNotes registered in the name of, or held by, the Depository, by increasing the principal amount of each the outstanding Global Note at the end of such Interest Period by an amount equal to the amount of PIK Interest for the applicable to such outstanding Global Note interest period (rounded up down to the nearest whole Dollardollar) for the relevant Interest Period, as provided in writing by the PIK Notice, Company to the credit of the Holders on the relevant record date, which shall upon receipt of an Authentication Order be recorded in the Registrar’s books and records and in the “Schedule of Increases or Decreases in the Global Note”, Trustee and (2y) with respect to Definitive Notes, by issuing additional PIK Notes (“PIK Notes”) in definitive form in an aggregate principal amount equal to the amount of PIK Interest for the applicable to each outstanding Definitive Note interest period (rounded up down to the nearest whole Dollar) for the relevant Interest Period, as provided in the PIK Notice, and the dollar). The Trustee will, at the written order request of the Company, authenticate and deliver such PIK Notes in definitive certificated form for original issuance to the Holders on the relevant record date, as shown by the records of the Registrar. Any PIK Notes issued in definitive form will be dated as register of the applicable Interest Payment Date and will bear interest from and after such date. All PIK Notes will be governed by, and subject to the terms (including the maturity date), provisions and conditions of, this Indenture and will have the same rights and benefits as the Notes issued on the Closing DateHolders. Following any an increase in the principal amount of the outstanding global Notes as a result of a PIK Payment, the Notes will bear interest on such increased principal amount from and after the date of such PIK Payment. Unless Any PIK Notes issued in certificated form will be dated as of the context otherwise requires, for all purposes under applicable interest payment date and will bear interest from and after such date. Any PIK Notes issued in certificated form shall be issued with the benefit of an indenture supplemental to this Indenture (including for purposes of calculating any redemption price or redemption amount), references to the “principal” and the “principal amount” of any Notes includes any increase shall be issued substantially in the principal amount thereof due to form of Exhibit A-1 attached hereto with the addition of PIK Interest thereto as a result of any PIK Payment. If description “PIK” on the Company is permitted to exercise the PIK Option for any Interest Period and desires to exercise the PIK Option for such Interest Period, the Company must deliver a notice to the Trustee no later than the day that is twenty days prior to the Interest Payment Date in respect face of such Interest Period, which notice (x) indicates the amount of PIK Interest and cash interest that will be paid in respect of such Interest Period on the Interest Payment Date in respect of such Interest Period, (y) certifies that the Company is permitted to exercise the PIK Option for such Interest Period pursuant to the terms of the Indenture and the Notes and is so exercising the PIK Option for such Interest Period and (z) directs the Trustee and the Paying Agent (if other than the Trustee) to increase the principal amount of the Notes in accordance with this paragraph, which notification the Trustee and Paying Agent shall be entitled to rely upon (such notice, a “PIK Notice”). Notwithstanding anything to the contrary contained in this Indenture or the Notes, whenever under this Indenture or the Notes accrued and unpaid interest is required to be paid in connection with a payment of principal on the Notes (whether in connection with a redemption, repurchase, Change of Control Offer, Asset Sale Offer, acceleration, or otherwise), such interest will be paid in cash (and not as PIK Interest) at the rate applicable to the payment of interest entirely in cash (i.e., 10.75%) and not the rate applicable upon exercise of the PIK Option (i.e., 12.00%), regardless of whether or not the Company has delivered a PIK Notice with respect to the current Interest PeriodNote.