Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 12 contracts
Samples: Western Massachusetts Electric Co, Indenture (Public Service Co of Oklahoma), Indenture (Public Service Co of Oklahoma)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 8 contracts
Samples: Suncor Energy Inc, Suncor Energy Inc, Indenture (Hub International LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.06 and 11.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this 12.03 Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 8 contracts
Samples: Indenture (Bragg Gaming Group Inc.), Indenture (Engine Media Holdings, Inc.), Indenture (Acreage Holdings, Inc.)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Officer's Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 7 contracts
Samples: Indenture (BSC Capital Trust Iii), Indenture (Boston Scientific Corp), Indenture (Boston Scientific Corp)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' Officer's Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.06 and 11.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this 12.03 Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 7 contracts
Samples: High Tide Inc., IM Cannabis Corp., Vizsla Silver Corp.
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' Officer's Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.06 and 11.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this 12.03 Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE THIRTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 7 contracts
Samples: Cybin (Cybin Inc.), KWESST Micro Systems Inc., Lithium Americas Corp.
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer will deliver to the Trustee for the Securities of such series an Officers' Officer’s Certificate specifying (which need not contain the statements required by Section 102) stating that no defaults in the payment of interest, if any, with respect to Securities of that series and no Events of Default with respect to Securities of that series have occurred (which in either case have not been waived or cured) and (a) specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company Issuer intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and will also deliver to the such Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the such Trustee the Company Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the CompanyIssuer, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date shall be redeemed in the manner specified in Section 1103 hereof and the Trustee shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company Issuer in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee for any series of Securities shall not redeem or cause to be redeemed any Security of a such series with sinking fund moneys or deliver or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the delivery or mailing of notice of redemption of any Securities shall theretofore have been made, the such Trustee shall redeem or cause to be redeemed such Securities; provided, provided that it shall have received from the Company Issuer a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 6 contracts
Samples: Indenture (Trane Technologies Financing LTD), Indenture (Trane Technologies Irish Holdings Unlimited Co), Indenture (Ingersoll Rand Co)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.11(b), 3.11(d) and 3.11(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.06 and 11.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 11.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 6 contracts
Samples: Profound Medical Corp., Electrovaya Inc., Colliers International Group Inc.
Redemption of Securities for Sinking Fund. Not less fewer than 60 45 days prior to each sinking fund payment date for any series of SecuritiesSecurities or any Tranche thereof, the Company will deliver to the Trustee an Officers' Officer's Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series or Tranche pursuant to the terms of that seriesseries or Tranche, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series or Tranche pursuant to Section 1202 hereof, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem ARTICLE THIRTEEN DEFEASANCE AND COVENANT DEFEASANCE SECTION 1301. APPLICABILITY OF ARTICLE; COMPANY'S OPTION TO EFFECT DEFEASANCE OR COVENANT DEFEASANCE. Unless pursuant to Section 301 provision is made for the inapplicability of either or cause to be redeemed any Security both of (a) Defeasance of the Securities of a series series, or any Tranche thereof, under Section 1302 or (b) Covenant Defeasance of the Securities of a series, or any Tranche thereof, under Section 1303, then the provisions of such Section or Sections, as the case may be, together with sinking fund moneys or mail any notice the other provisions of redemption of this Article, shall be applicable to the Securities of such series or Tranche, and the Company may at its option by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default Board Resolution, at any time, with respect to the Securities of that series except thatsuch series, where or Tranche, elect to have either Section 1302 (unless inapplicable) or Section 1303 (unless inapplicable) be applied to the mailing Outstanding Securities of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at or Tranche upon compliance with the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided applicable conditions set forth below in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such SecuritiesArticle.
Appears in 6 contracts
Samples: Indenture (Public Service Co of Colorado), Public Service Co of Colorado, Public Service Co of Colorado
Redemption of Securities for Sinking Fund. Not less than 60 45 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period shall be satisfactory to the Trustee), the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are denominated and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof3.08 (which Securities, if not previously redeemed, will accompany such certificate) and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee whether the Company shall become unconditionally obligated intends to exercise its right to make all the cash payments or payments therein referred to, if any, on or before the next succeeding any permitted optional sinking fund payment datewith respect to such series. Failure of the Company, on or before any such 60th day, Company to deliver such written statement and certificate (or to deliver the Securities specified in this paragraph, if any, ) shall not constitute a default Default, but such failure shall constitute, on and as of such date, the irrevocable election of the Company (i) require that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 3.08 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.03, and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.04 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3.06.
Appears in 5 contracts
Samples: Zion Oil & Gas Inc, Chesapeake Energy Corp, Zion Oil & Gas Inc
Redemption of Securities for Sinking Fund. Not less than 60 75 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officers' Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance of a default in payment of interest with respect to indebtedness represented by such Securities of that series unless and until the Company, at its option, shall deliver or an Event of Default with respect surrender the same to the Trustee with a directive that such Securities be cancelled. Notwithstanding anything to the contrary contained in this Section 1301, in connection with any repayment of that series except thatSecurities, where the mailing of notice of redemption Company may arrange for the purchase of any Securities shall theretofore have been made, by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance Holders of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured Securities on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied close of business on the next succeeding sinking fund payment repayment date in accordance with this Section 1203 to an amount not less than the redemption repayment price payable by the Company on repayment of such Securities., and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. ARTICLE FOURTEEN
Appears in 5 contracts
Samples: CNF Transportation Inc, Bay View Capital Corp, Bay View Capital Corp
Redemption of Securities for Sinking Fund. Not less than 60 75 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officers’ Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance of indebtedness represented by such Securities unless and until the Company, at its option, shall deliver or surrender the same to the Trustee with a default in payment of interest with respect to directive that such Securities of that series or an Event of Default be cancelled. If specified with respect to the Securities of that a series except thatas contemplated by Section 301, where in connection with any repayment of Securities, the mailing of notice of redemption Company may arrange for the purchase of any Securities shall theretofore have been made, by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance Holders of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured Securities on or before the 60th day preceding applicable repayment date an amount not less than the sinking fund payment date, such moneys shall thereafter be applied repayment price payable by the Company on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption repayment of such Securities., and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. Unless otherwise expressly stated in this Indenture or pursuant to Section 301 with respect to the Securities of any series or unless the context otherwise requires, all references in this Indenture to the repayment of Securities at the option of the Holders thereof (and all references of like import) shall be deemed to include a reference to the repurchase of Securities at the option of the Holders thereof. ARTICLE FOURTEEN
Appears in 5 contracts
Samples: Abb LTD, Abb LTD, Indenture (ABB Finance (USA) Inc.)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 12.06 and Section 12.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 11.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE FOURTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 4 contracts
Samples: Form of Indenture (Taseko Mines LTD), Indenture (Uranerz Energy Corp.), Taseko Mines LTD
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except, if applicable, as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof1102 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1102 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 1003 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1004. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11051006 and 1007. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustee or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 903) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1103. The Company will cause the bank through which payment of funds to the Trustee or mail the Paying Agent will be made to deliver to the Trustee or the Paying Agent, as the case may be, by 10:00 a.m. (New York Time) two Business Days prior to the due date of such payment an irrevocable confirmation (by tested telex or authenticated Swift MT 100 Message) of its intention to make such payment. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 4 contracts
Samples: Indenture (New Gold Inc. /FI), Indenture (Field Trip Health Ltd.), Indenture (Osisko Gold Royalties LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuers (1) will deliver to the Trustee an Officers' Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends Issuers intend to exercise its their right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuers in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the CompanyIssuers, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraphSection, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company Issuers (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company Issuers will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofArticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company Issuers a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 4 contracts
Samples: Indenture (Mediacom Capital Corp), Mediacom Capital Corp, Mediacom Capital Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.1) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.2 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers’ Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Officers’ Certificate (or, as required by this Indenture, the Securities and Securities specified in this paragraphcoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such dateOfficers’ Certificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 10.3) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 3.1) equal to the principal, premium, if any, and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities and coupons, if any, of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 for the Securities of such series on which such moneys may be applied pursuant to the redemption provisions of such Securitiesthis Section.
Appears in 4 contracts
Samples: Indenture (Evans Capital Trust III), Indenture (Privatebancorp Capital Trust Iv), Indenture (Privatebancorp Capital Trust Iv)
Redemption of Securities for Sinking Fund. Not less than 60 45 days prior (unless a shorter period shall be satisfactory to the Trustee) to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate a Company Order specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which that is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and delivery of or by crediting Securities of that series pursuant to Section 1202 hereof, 3.10 and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, Company to deliver timely such written statement Company Order and Securities specified in this paragraph, if any, paragraph shall not constitute a default but shall constitute, on and as of such date, constitute the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. If the sinking fund payment or payments (mandatory or optional or both) to be made in cash on the next succeeding sinking fund payment date plus any unused balance of any preceding sinking fund payments made in cash shall exceed $100,000 or a lesser sum if the Company shall so request with respect to the Securities of any particular series, such cash shall be applied on the next succeeding sinking fund payment date to the redemption of Securities of such series at the sinking fund redemption price together with accrued interest to the date fixed for redemption. If such amount shall be $100,000 or less and the Company makes no such request, then it shall be carried over until a sum in excess of $100,000 is available. Not less than 30 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11053.05, 1106 3.06 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3.07.
Appears in 4 contracts
Samples: Indenture (Seitel Capital Trust Ii), R&b Falcon Corp, Seitel Capital Trust Ii
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.06 and 1107 hereof11.07. The Trustee shall not redeem or cause Prior to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, the Company shall pay to the Trustee in cash a sum equal to any interest accrued to the date fixed for redemption of Securities or portions thereof to be redeemed on such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with pursuant to this Section 1203 to the redemption of such Securities.13.03. ARTICLE FOURTEEN
Appears in 4 contracts
Samples: Ford Motor Co, Mpower Holding Corp, Ford Motor Co Capital Trust I
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 4 contracts
Samples: Indenture (Medicinova Inc), Indenture (pdvWireless, Inc.), Lifevantage Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except, if applicable, as otherwise specified pursuant to Section 3.1 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof11.2 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 11.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 10.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof10.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110510.6 and 10.7. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustee or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 9.3) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 11.3. The Company will cause the bank through which payment of funds to the Trustee or mail the Paying Agent will be made to deliver to the Trustee or the Paying Agent, as the case may be, by 10:00 a.m. (New York Time) two Business Days prior to the due date of such payment an irrevocable confirmation (by tested telex or authenticated Swift MT 100 Message) of its intention to make such payment. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 4 contracts
Samples: Taseko Mines LTD, High Tide Inc., Northern Dynasty Minerals LTD
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period shall be satisfactory to the Trustee), the Company Corporation will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Corporation intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Corporation shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Corporation to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Corporation in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The On or prior to 10:00 a.m. (New York time) on any sinking fund payment date, the Corporation shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Corporation is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Corporation, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Corporation, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Corporation) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: Indenture (Ovintiv Inc.), Indenture (Cenovus Energy Inc.), Encana Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereofhereof and the basis for such credit, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 3 contracts
Samples: Indenture (New York State Electric & Gas Corp), Indenture (Energy East Corp), Energy East Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series), the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver the basis for such credit and whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The On or prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, which will be paid by the Company separately through the Trustee or any Paying Agent) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: Indenture (Newell Rubbermaid Inc), Indenture (Newell Rubbermaid Inc), Newell Rubbermaid Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee for the Securities of such series an Officers' Officer’s Certificate specifying (which need not contain the statements required by Section 102) stating that no defaults in the payment of interest, if any, with respect to Securities of that series and no Events of Default with respect to Securities of that series have occurred (which in either case have not been waived or cured) and (a) specifying the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and will also deliver to the such Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the such Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. Not less than 30 days before each such sinking fund payment date the Trustee for any series of Securities shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee for any series of Securities shall not redeem or cause to be redeemed any Security of a such series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the such Trustee shall redeem or cause to be redeemed such Securities; provided, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 3 contracts
Samples: Indenture (Ingersoll Rand Co LTD), Ingersoll Rand Co LTD, Ingersoll Rand Co LTD
Redemption of Securities for Sinking Fund. Not less than 60 45 days prior to each sinking fund payment date for any series of SecuritiesSecurities (unless a shorter period shall be satisfactory to the Trustee), the Company Issuers will deliver to the Trustee an Officers' ’ Certificate of each Issuer specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are denominated and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof3.08 (which Securities, if not previously redeemed, will accompany such certificate) and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee whether the Company shall become unconditionally obligated intends to exercise its right to make all the cash payments or payments therein referred to, if any, on or before the next succeeding any permitted optional sinking fund payment datewith respect to such series. Failure of the Company, on or before any such 60th day, Issuers to deliver such written statement and certificate (or to deliver the Securities specified in this paragraph, if any, ) shall not constitute a default Default, but such failure shall constitute, on and as of such date, the irrevocable election of the Company (i) require that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 3.08 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less than 30 days before each such sinking fund payment date the The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.03, and the Issuers shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.04 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3.06.
Appears in 3 contracts
Samples: Indenture (Chesapeake MLP Operating LLC), Access Midstream Partners Lp, Access Permian Midstream LLC
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.06 and 1107 hereof11.07. The Trustee shall not redeem or cause Prior to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, the Company shall pay to the Trustee in cash a sum equal to any interest accrued to the date fixed for redemption of Securities or portions thereof to be redeemed on such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with pursuant to this Section 1203 to the redemption of such Securities.13.03. ARTICLE FOURTEEN DEFEASANCE AND COVENANT DEFEASANCE
Appears in 3 contracts
Samples: Indenture (Ford Motor Co), Ford Motor Co, Ford Motor Co
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' ’ Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment Optional Sinking Fund Payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional Optional Sinking Fund Payment and (D) specifying the portion of such sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 13.02 and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment date, the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.05, 12.06 and 12.07. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers’ Certificate and Securities specified in this paragraphSection 13.03, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment Mandatory Sinking Fund Payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment Optional Sinking Fund Payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofarticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five V and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof 5.13 or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 13.03 to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 3 contracts
Samples: Xl Group PLC, Xl Group PLC, XL Group Ltd.
Redemption of Securities for Sinking Fund. Not less than 60 45 ----------------------------------------- days prior to each sinking fund payment date (unless the Trustee shall allow a lesser period of time) for any series of SecuritiesSecurities (including any Coupons), the Company will (1) deliver to the Trustee an Officers' Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities (including any Coupons) of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities (including any Coupons) of that series pursuant to Section 1202 hereof3.9 and (C) if applicable, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee stating whether or not the Company shall become unconditionally obligated intends to exercise its right to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no an optional sinking fund payment with respect to such series as provided in this Section 1203on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment and (2) deliver to the Trustee any Securities (including any Coupons) to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities (including any coupons) to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.4 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3.5.
Appears in 3 contracts
Samples: Usx Capital Trust I, Usx Capital Trust I, Usx Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 313(b), 313(d) and 313(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof1302 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1302 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1303. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the written request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be promptly reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: Indenture (AMC Networks Inc.), Indenture (WE TV Studios LLC), Indenture (Voom HD Holdings LLC)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 313(b), 313(d) and 313(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the written request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be promptly reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: CSC Parent Corp, Cablevision Systems Corp, CSC Holdings Inc
Redemption of Securities for Sinking Fund. Not less than 60 If in any year the Company shall elect to redeem in excess of the minimum principal amount of Securities of any Series required to be redeemed pursuant to Section 3B.01 or to satisfy all or any part of any Sinking Fund payment by delivering or crediting Securities of the same Series pursuant to Section 3B.02, then at least 45 days prior to each sinking fund the date on which the Sinking Fund payment date for any series of Securitiesin question shall be due, the Company will shall deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund Sinking Fund payment for that series pursuant to and the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, portions thereof which is are to be satisfied by payment of cash and the portion thereofor such other Required Currency, if any, which is to be satisfied by delivering and delivery of Securities of such Series or by crediting Securities of that series pursuant such Series, and, at least 45 days prior to Section 1202 hereofthe Sinking Fund payment date (or such shorter period as shall be approved by the Trustee), and will also deliver to the Trustee any the Securities of such Series to be so delivered. Such written statement Officers' Certificate shall be irrevocable and also state that the Securities forming the basis of any such credit do not include any Securities which have been redeemed through the operation of the Sinking Fund in the minimum amount required under Section 3B.01 or previously credited against any Sinking Fund payment. The Trustee shall, upon its the receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred toof such Officers' Certificate (or, if any, on or before it shall not have received such an Officers' Certificate at least 45 days prior to the next succeeding sinking fund Sinking Fund payment date. Failure of , then following such 45th day), select the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities Series to be redeemed upon such sinking fund the next Sinking Fund payment date date, in the manner specified in Section 1103 hereof 3A.04, and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3A.05. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11053A.06, 1106 3A.07 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3A.08.
Appears in 3 contracts
Samples: Vectren Utility Holdings Inc, Southern Indiana Gas & Electric Co, Vectren Utility Holdings Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by delivered not less than 45 days prior to the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203Redemption Date. Not less than 30 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Issuer in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The 1107; provided, however, that the Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series series, except that, that where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company Issuer a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such default or Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th 30th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 3 contracts
Samples: Etrans LLC, Gtrans LLC, Electric Generation LLC
Redemption of Securities for Sinking Fund. Not less than 60 75 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officers' Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance indebtedness represented by such Securities unless and until the Company, at its option, shall deliver or surrender the same to the Trustee with a directive that such Securities be cancelled. Notwithstanding anything to the contrary contained in this Section 1301, in connection with any repayment of a default Securities, the Company may arrange for the purchase of any Securities by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Holders of such Securities on or before the applicable repayment date an amount not less than the repayment price payable by the Company on repayment of such Securities, and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. Unless otherwise expressly stated in payment of interest with respect this Indenture or pursuant to Securities of that series or an Event of Default Section 301 with respect to the Securities of that any series except thator unless the context otherwise requires, where all references in this Indenture to the mailing repayment of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event option of Default, the Holders thereof (and all references of like import) shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 include a reference to the redemption repurchase of such Securities.Securities at the option of the Holders thereof. ARTICLE FOURTEEN
Appears in 3 contracts
Samples: Indenture (Performance Food Group Co), Kb Home, Kb Home
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for the Securities of any series of Securitiesseries, the Company will deliver to the Trustee an Officers' Certificate specifying (a) a certificate signed by the amount Treasurer or any Assistant Treasurer of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional next ensuing mandatory sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof, 5.02 (which Securities will accompany such certificate) and will also deliver whether the Company intends to the Trustee make any Securities to be so deliveredpermitted optional sinking fund payment in connection therewith. Such written statement certificate shall also state that no Event of Default has occurred and is continuing with respect to Securities of such series. Such certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and certificate when due (or to deliver the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, Section 5.03) the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for Securities of that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities as provided in Section 5.02 and without the right to make any optional sinking fund payment, in connection therewith. Any sinking fund payment or payments (mandatory or optional) with respect to the Securities of any particular series made in cash plus any unused balance of any preceding sinking fund payments with respect to Securities of such series made in respect therefor and cash which shall equal or exceed $100,000 or the equivalent thereof in the Foreign Currency in which such series is denominated (ii) that or a lesser sum if the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such shall so request) shall be applied by the Trustee on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date following the date of such payment) to the redemption of such Securities at the Redemption Price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. Any sinking fund moneys not so applied or allocated by the Trustee to the redemption of such Securities shall be added to the next cash sinking fund payment received by the Trustee for Securities of such series and, together with such payment, shall be applied in accordance with the provisions of this Section 5.03. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities shall be applied by the Trustee, together with other moneys, if necessary, to be deposited sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in the first paragraph of Section 1103 4.03 hereof and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 4.04 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11054.06 and 4.07 hereof. On or before any sinking fund payment date, 1106 and 1107 hereofthe Company shall deposit with the Trustee an amount of money sufficient to pay any interest accrued to the Redemption Date for Securities or portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 5.03. The Trustee shall not redeem or cause to be redeemed any Security Securities of a any series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund therefor during the continuance of a default in payment of interest on Securities of such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to Securities of such series, except that series or an Event of Default with respect to if the Securities of that series except that, where the mailing of notice of redemption of any Securities of such series shall theretofore have been mademailed in accordance with the provisions hereof, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee for that purpose in accordance with the terms of this Article. Except as aforesaid, any moneys in the sinking fund for Securities of such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all such Securities. In ; provided, however, that in case such Event of Default or default shall have been cured or waived as as, provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for such Securities on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities5.03.
Appears in 3 contracts
Samples: Citizens Funding Trust IV, Citizens Funding Trust IV, Citizens Funding Trust IV
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.1 for the Securities of such series and except, if applicable, as provided in Section 3.12(b), Section 3.12(d) and Section 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.2 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted option sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6 and Section 11.7. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: Indenture (North American Palladium LTD), Indenture (North American Palladium LTD), Indenture (North American Palladium LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.06 and 11.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 3 contracts
Samples: Zymeworks Inc., Zymeworks Inc., Indenture (Pretium Resources Inc.)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraphsection, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofarticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 section to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 2 contracts
Samples: Arch Capital Group LTD, Xl Capital LTD
Redemption of Securities for Sinking Fund. Not less than 60 30 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 15 days before prior to each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. ARTICLE THIRTEEN Defeasance and Covenant Defeasance Section 1301 Company's Option to Effect Defeasance or Covenant Defeasance. The Trustee shall not redeem Company may elect, at its option at any time, to have Section 1302 or cause Section 1303 applied to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities or any series of Securities, as the case may be, designated pursuant to Section 301 as being defeasible pursuant to such Section 1302 or 1303, in accordance with any applicable requirements provided pursuant to Section 301 and upon compliance with the conditions set forth below in this Article. Any such election shall theretofore be evidenced by a Board Resolution or in another manner specified as contemplated by Section 301 for such Securities. Section 1302 Defeasance and Discharge. Upon the Company's exercise of its option (if any) to have been madethis Section applied to any Securities or any series of Securities, as the case may be, the Trustee Company shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under discharged from its obligations, and the provisions of Article Five and held for the payment of all Fourteen shall cease to be effective, with respect to such Securities. In case such Event of Default shall have been waived Securities as provided in this Section 513 hereof or on and after the default or Event of Default cured on or before date the 60th day preceding the sinking fund payment dateconditions set forth in Section 1304 are satisfied (hereinafter called "Defeasance"). For this purpose, such moneys Defeasance means that the Company shall thereafter be applied deemed to have paid and discharged the entire indebtedness represented by such Securities and to have satisfied all its other obligations under such Securities and this Indenture insofar as such Securities are concerned (and the Trustee, at the expense of the Company, shall execute proper instruments acknowledging the same), subject to the following which shall survive until otherwise terminated or discharged hereunder: (a) the rights of Holders of such Securities to receive, solely from the trust fund described in Section 1304 and as more fully set forth in such Section, payments in respect of the principal of and any premium and interest on such Securities when payments are due, (b) the next succeeding sinking fund payment date in accordance Company's obligations with respect to such Securities under Sections 304, 305, 306, 1002 and 1003, (c) the rights, powers, trusts, duties and immunities of the Trustee hereunder and (d) this Article. Subject to compliance with this Article, the Company may exercise its option (if any) to have this Section 1203 applied to any Securities notwithstanding the redemption prior exercise of its option (if any) to have Section 1303 applied to such Securities.
Appears in 2 contracts
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether any resolution or not the Company intends to exercise its rightsupplemental Indenture, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are denominated (except as provided pursuant to Section 2.02) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to this Section 1202 hereof3.10 (which Securities, if not previously redeemed, will accompany such certificate) and will also deliver whether the Company intends to the Trustee exercise its right to make any Securities permitted optional sinking fund payment with respect to be so deliveredsuch series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, Company to deliver such written statement certificate (or to deliver the Securities and Securities Coupons, if any, specified in this paragraph, if any, ) shall not constitute a default Default, but such failure shall constitute, on and as of such date, the irrevocable election of the Company (i) require that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such 3.10 and without the right to make any optional sinking fund payment date the payment, if any, with respect to such series. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.04 and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.05 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under this Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities3.
Appears in 2 contracts
Samples: Hs Resources Inc, Basin Exploration Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 12.06 and Section 12.07. - 84 - Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustee or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 11.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE FOURTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 2 contracts
Samples: Uranium Energy Corp, Uranium Energy Corp
Redemption of Securities for Sinking Fund. Not less than 60 45 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that the series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof3.05 and the basis for such credit and will, and will also together with such Officers' Certificate, deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.02 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.02. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 3.03. COVENANTS Payment of Principal, 1106 Premium and 1107 hereofInterest. The Trustee shall not redeem Company will duly and punctually pay or cause to be redeemed any Security paid the principal of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of (and premium, if any) and interest with respect to Securities of that series or an Event of Default with respect to on the Securities of that series except thatat the time and place and in the manner provided herein and established with respect to such Securities. Maintenance of Office or Agency. So long as any series of the Securities remain Outstanding, the Company agrees to maintain an office or agency in the Borough of Manhattan, the City and State of New York, with respect to each such series and at such other location or locations as may be designated as provided in this Section 4.02, where (a) Securities of that series may be presented for payment, (b) Securities of that series may be presented as herein above authorized for registration of transfer and exchange, and (c) notices and demands to or upon the mailing Company in respect of the Securities of that series and this Indenture may be given or served, such designation to continue with respect to such office or agency until the Company shall, by written notice signed by its Chief Executive Officer or President or a Vice President and delivered to the Trustee, designate some other office or agency for such purposes or any of them. If at any time the Company shall fail to maintain any such required office or agency or shall fail to furnish the Trustee with the address thereof, such presentations, notices and demands may be made or served at the Corporate Trust Office of the Trustee, and the Company hereby appoints the Trustee as its agent to receive all such presentations, notices and demands. Paying Agents. If the Company shall appoint one or more paying agents for all or any series of the Securities, other than the Trustee, the Company will cause each such paying agent to execute and deliver to the Trustee an instrument in which such agent shall agree with the Trustee, subject to the provisions of this Section: that it will hold all sums held by it as such agent for the payment of the principal of (and premium, if any) or interest on the Securities of that series (whether such sums have been paid to it by the Company or by any other obligor of such Securities) in trust for the benefit of the Persons entitled thereto; that it will give the Trustee notice of redemption any failure by the Company (or by any other obligor of such Securities) to make any payment of the principal of (and premium, if any) or interest on the Securities of that series when the same shall be due and payable; that it will, at any time during the continuance of any Securities shall theretofore have been madefailure referred to in the preceding paragraph (a)(2) above, upon the written request of the Trustee, forthwith pay to the Trustee all sums so held in trust by such paying agent; and that it will perform all other duties of paying agent as set forth in this Indenture. If the Company shall redeem act as its own paying agent with respect to any series of the Securities, it will on or before each due date of the principal of (and premium, if any) or interest on Securities of that series, set aside, segregate and hold in trust for the benefit of the Persons entitled thereto a sum sufficient to pay such principal (and premium, if any) or interest so becoming due on Securities of that series until such sums shall be paid to such Persons or otherwise disposed of as herein provided and will promptly notify the Trustee of such action, or any failure (by it or any other obligor on such Securities) to take such action. Whenever the Company shall have one or more paying agents for any series of Securities, it will, prior to each due date of the principal of (and premium, if any) or interest on any Securities of that series, deposit with the paying agent a sum sufficient to pay the principal (and premium, if any) or interest so becoming due, such sum to be held in trust for the benefit of the Persons entitled to such principal, premium or interest, and (unless such paying agent is the Trustee) the Company will promptly notify the Trustee of this action or failure so to act. Notwithstanding anything in this Section to the contrary, (1) the agreement to hold sums in trust as provided in this Section is subject to the provisions of Section 11.05, and (2) the Company may at any time, for the purpose of obtaining the satisfaction and discharge of this Indenture or for any other purpose, pay, or direct any paying agent to pay, to the Trustee all sums held in trust by the Company or such paying agent, such sums to be held by the Trustee upon the same terms and conditions as those upon which such sums were held by the Company or such paying agent; and, upon such payment by any paying agent to the Trustee, such paying agent shall be released from all further liability with respect to such money. Appointment to Fill Vacancy in Office of Trustee. The Company, whenever necessary to avoid or fill a vacancy in the office of Trustee, will appoint, in the manner provided in Section 7.10, a Trustee, so that there shall at all times be a Trustee hereunder. SECURITYHOLDERS' LISTS AND REPORTS BY THE COMPANY AND THE TRUSTEE Company to Furnish Trustee Names and Addresses of Securityholders. The Company will furnish or cause to be redeemed furnished to the Trustee (a) on each regular record date (as defined in Section 2.03) a list, in such Securitiesform as the Trustee may reasonably require, of the names and addresses of the holders of each series of Securities as of such regular record date, provided that it the Company shall have received not be obligated to furnish or cause to be furnished such list at any time that the list shall not differ in any respect from the most recent list furnished to the Trustee by the Company and (b) at such other times as the Trustee may request in writing within 30 days after the receipt by the Company of any such request, a sum sufficient for such redemption. Except list of similar form and content as aforesaid, any moneys in the sinking fund for such series at of a date not more than 15 days prior to the time when such list is furnished; provided, however, that, in either case, no such list need be furnished for any such default or Event of Default, series for which the Trustee shall occur, and any moneys thereafter paid into be the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such SecuritiesSecurity Registrar.
Appears in 2 contracts
Samples: Indenture (Mechanical Technology Inc), Indenture (Mechanical Technology Inc)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1302, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officers' Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 1203 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1204. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 1206 and 1107 hereof1207. The Trustee ARTICLE FOURTEEN REPAYMENT AT THE OPTION OF HOLDERS SECTION 1401. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance of a default in payment of interest with respect to indebtedness represented by such Securities of that series unless and until the Company, at its option, shall deliver or an Event of Default with respect surrender the same to the Trustee with a directive that such Securities be cancelled. Notwithstanding anything to the contrary contained in this Article Fourteen, in connection with any repayment of that series except thatSecurities, where the mailing of notice of redemption Company may arrange for the purchase of any Securities shall theretofore have been made, by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance Holders of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured Securities on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied close of business on the next succeeding sinking fund payment repayment date in accordance with this Section 1203 to an amount not less than the redemption repayment price payable by the Company on repayment of such Securities, and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers.
Appears in 2 contracts
Samples: Valero Energy Corp/Tx, Valero Energy Corp/Tx
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that the series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof3.05 and the basis for such credit and will, and will also together with such Officers' Certificate, deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.02 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.02. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofSection 3.03. The Trustee shall not redeem or cause to be redeemed any Security Securities of a series with sinking fund moneys or mail give any notice of redemption of Securities of for such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that series except that, where the mailing giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five VI hereof and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof 6.08 or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment datedate in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 2 contracts
Samples: Indenture (American Equity Investment Life Holding Co), American Equity Investment Life Holding Co
Redemption of Securities for Sinking Fund. Not less than 60 If in any year the Company shall elect to redeem in excess of the minimum principal amount of Securities of any Series required to be redeemed pursuant to Section 3B.01 or to satisfy all or any part of any Sinking Fund payment by delivering or crediting Securities of the same Series pursuant to Section 3B.02, then at least 45 days prior to each sinking fund payment the date for any series of Securitieson which the Sinking Fund pay- ment in question shall be due, the Company will shall deliver to the Trustee an OfficersOf- ficers' Certificate specifying (a) the amount of the next ensuing sinking fund Sinking Fund payment for that series pursuant to and the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, portions thereof which is are to be satisfied by payment of cash and the portion thereofor such other Required Currency, if any, which is to be satisfied by delivering and delivery of Securities of such Series or by crediting Securities of that series pursuant such Series, and, at least 45 days prior to Section 1202 hereofthe Sinking Fund payment date (or such shorter period as shall be approved by the Trustee), and will also deliver to the Trustee any the Securities of such Series to be so delivereddeliv- ered. Such written statement Officers' Certificate shall be irrevocable and also state that the Securities forming the basis of any such credit do not include any Securities which have been re- deemed through the operation of the Sinking Fund in the minimum amount re- quired under Section 3B.01 or previously credited against any Sinking Fund payment. The Trustee shall, upon its the receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred toof such Officers' Certificate (or, if any, on or before it shall not have received such an Officers' Certificate at least 45 days prior to the next succeeding sinking fund Sinking Fund payment date. Failure of , then following such 45th day), select the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities Series to be redeemed upon such sinking fund the next Sinking Fund payment date date, in the manner specified in Section 1103 hereof 3A.04, and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3A.05. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11053A.06, 1106 3A.07 and 1107 hereof3A.08. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in ARTICLE 4 Covenants Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities4.01.
Appears in 2 contracts
Samples: Coastal Corp, Coastal Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Corporation will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Corporation intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Corporation shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Corporation to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Corporation in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Corporation shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Corporation is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Corporation, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Corporation, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued and unpaid interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Corporation) not in excess of the principal amount thereof.
Appears in 2 contracts
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.01) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.02 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Certificate (or, as required by this Indenture and the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such dateCertificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.02 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the redemption price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or by the Company if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.03) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 12.03. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.03) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.06. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.03) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 3.01) equal to the principal and any interest accrued to the redemption date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 12.03. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article XII. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities12.03.
Appears in 2 contracts
Samples: Indenture (Nationwide Financial Services Inc/), Indenture (Nationwide Financial Services Inc/)
Redemption of Securities for Sinking Fund. Not less than 60 calendar days prior to each sinking fund payment date for Securities of any series of Securitiesseries, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof12.02, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so delivereddelivered and credited. Such written statement If such Officers’ Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 calendar days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.06 and 1107 hereof11.07. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS
Appears in 2 contracts
Samples: Indenture (THL Credit, Inc.), Horizon Technology Finance Corp
Redemption of Securities for Sinking Fund. Not less than 60 ----------------------------------------- sixty (60) days prior to each sinking fund payment date for Securities of any series of Securitiesseries, the Company will shall deliver to the Trustee an Officers' a Company Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that such series pursuant to the terms of that such series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currencies, currency unit or units or composite currency or currencies in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, ----------- which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof1202, and will the optional amount, if any, to be added in cash ------------ to the next ensuing mandatory sinking fund payment, and shall also deliver to the Trustee any Securities to be so delivereddelivered and credited. Such written statement shall If such Company Certificate specifies an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 thirty (30) days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon on such sinking fund payment date in the manner specified in Section 1103 hereof and ------------ cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice ------------ having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.------------- ----
Appears in 2 contracts
Samples: Indenture (Homestead Village Inc), Homestead Village Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for Securities of any series of Securitiesseries, the Company Partnership will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currencies, currency unit or units or composite currency or currencies in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so delivereddelivered and credited. Such written statement If such Officers' Certificate shall specify an optional amount to be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated added in cash to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the ensuing mandatory sinking fund payment for such series due on payment, the next succeeding sinking fund payment date Partnership shall thereupon be paid entirely in cash without obligated to pay the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203amount therein specified. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Partnership in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption ARTICLE THIRTEEN - REPAYMENT AT THE OPTION OF HOLDERS SECTION 1301. APPLICABILITY OF ARTICLE. Repayment of Securities of such any series by operation before their Stated Maturity at the option of Holders thereof shall be made in accordance with the sinking fund during the continuance terms of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from if any, and (except as otherwise specified by the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for terms of such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed established pursuant to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date 301) in accordance with this Section 1203 to the redemption of such SecuritiesArticle.
Appears in 2 contracts
Samples: Heritage Property Investment Trust Inc, Gables Realty Limited Partnership
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.1) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.2 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officer’s Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Officer’s Certificate (or, as required by this Indenture, the Securities and Securities specified in this paragraphcoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such dateOfficer’s Certificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 10.3) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 3.1) equal to the principal (and premium, if any) and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities and coupons, if any, of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 for the Securities of such series on which such moneys may be applied pursuant to the redemption provisions of such Securitiesthis Section.
Appears in 2 contracts
Samples: Indenture (PVH Corp. /De/), PVH Corp. /De/
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuers (1) will deliver to the Trustee an Officers' ’ Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company Issuers intends to exercise its right, if any, to make an optional sinking fund payment Optional Sinking Fund Payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional Optional Sinking Fund Payment and (D) specifying the portion of such sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.02 and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment date, the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuers in the manner provided in Section 12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 12.05, 12.06 and 12.07. Failure of the CompanyIssuers, on or before any such 60th day, to deliver such written statement Officers’ Certificate and Securities specified in this paragraphSection 12.03, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company Issuers (ia) that the mandatory sinking fund payment Mandatory Sinking Fund Payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company Issuers will make no optional sinking fund payment Optional Sinking Fund Payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofarticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company Issuers a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five V and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof 5.13 or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 12.03 to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 2 contracts
Samples: Indenture (Global Indemnity Group, Inc.), Indenture (Global Indemnity Group, Inc.)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate a certificate signed by the Senior Vice President-Corporate Treasury and Global Funding Operation or any Assistant Treasurer of the Company specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriesthereof, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash (which cash may be deposited with the Trustee or with one or more paying agents, or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series the same Tranche pursuant to Section 1202 hereof3.04 (which Securities, if not theretofore delivered, will accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such Securities. Such written statement certificate shall also state that no Event of Default has occurred and is continuing with respect to such Securities. Such certificate shall be irrevocable and and, upon its receipt by the Trustee delivery, the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and certificate (or to deliver the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such Securities shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 3.04 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series Securities. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made in cash which, in the aggregate, shall equal or exceed 100,000 units of the Specified Currency with respect to the particular Tranche (or a lesser sum if the Company shall so request or determine) with respect to any Securities shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own paying agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities at the redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. Any sinking fund moneys not so applied or allocated by the Trustee (or by the Company if the Company is acting as its own paying agent) to the redemption of Securities shall be added to the next cash sinking fund payment received by the Trustee (or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) for such Securities and, together with such payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section 3.05. Any and all sinking fund moneys with respect to any Securities held by the Trustee (or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) on the last sinking fund payment date with respect to such Securities and not held for the payment or redemption of particular Securities of such Tranche shall be applied by the Trustee (or by the Company if the Company is acting as its own paying agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of that Tranche at maturity. The Trustee shall select or cause to be selected the Securities to be redeemed upon such sinking fund payment date in the manner specified in the last paragraph of Section 1103 hereof 3.02 and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.02 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 3.03. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee in cash (or if the Company is acting as its own paying agent, shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 4.04) a sum equal to any interest accrued to the date fixed for redemption of Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 3.05. Neither the Trustee nor the Company shall redeem any Security of a series Securities with sinking fund moneys or mail give any notice of redemption of such Securities of such series by operation of the sinking fund for such Tranche during the continuance of a default in payment of interest with respect to interest, if any, on such Securities or of that series or any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to such Securities, except that if the Securities of that series except that, where the mailing of notice of redemption of any such Securities shall theretofore have been madegiven in accordance with the provisions hereof, the Trustee (or the Company if the Company is acting as its own paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article Three. Except as aforesaid, any moneys in the sinking fund for such series Securities at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all such Securities. In ; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for such Securities to which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities3.05.
Appears in 2 contracts
Samples: Debt Indenture (General Electric Capital Corp), General Electric Capital Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Corporation will deliver to the Trustee Trustees an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such Series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Corporation intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Corporation shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Corporation to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Corporation in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee Prior to any sinking fund payment date, the Corporation shall not redeem pay to the Trustees or cause a Paying Agent (or, if the Corporation is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Corporation, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Corporation, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any paying agent will be reimbursed by the Corporation) determined by the Corporation but not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Fairfax Financial Holdings LTD/ Can), Fairfax Financial Holdings LTD/ Can
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE THIRTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 2 contracts
Samples: Indenture (Coca-Cola European Partners Us, LLC), Indenture (Aemetis, Inc)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or not later than one Business Day before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any paying agent will be provided funds by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Ambac Financial Group Inc), Indenture (Ambac Financial Group Inc)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.1) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.2 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers' Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Officers' Certificate (or, as required by this Indenture, the Securities and Securities specified in this paragraphcoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such dateOfficers' Certificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 10.3) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 12.3. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 3.1) equal to the principal and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 12.3. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) in accordance with the terms of this Article XII. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities and coupons, if any, of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities12.3.
Appears in 2 contracts
Samples: Indenture (First Tennessee Capital Iv), Indenture (First Tennessee National Corp)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof1302 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1302 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1303. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the written request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be promptly reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Oneok Inc /New/), Oneok Inc /New/
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except, if applicable, as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Section 312(b), Section 312(d) and Section 312(e) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof1102 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1102 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 1003 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1004. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 1006 and Section 1007. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustee or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 903) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1103. The Company will cause the bank through which payment of funds to the Trustee or mail the Paying Agent will be made to deliver to the Trustee or the Paying Agent, as the case may be, by 10:00 a.m. (New York Time) two Business Days prior to the due date of such payment an irrevocable confirmation (by tested telex or authenticated Swift MT 100 Message) of its intention to make such payment. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Denison Mines Corp.), Indenture (Denison Mines Corp.)
Redemption of Securities for Sinking Fund. Not less than 60 30 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th 30th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th 30th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 2 contracts
Samples: Indenture (Midamerican Energy Holdings Co /New/), Indenture (Southern Investments Uk PLC)
Redemption of Securities for Sinking Fund. Not less than 60 75 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officer’s Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance of a default in payment of interest indebtedness represented by such Securities unless and until the Company, at its option, shall deliver or surrender the same to the Trustee with respect to written instruction from such Holder that such Securities of that series or an Event of Default be cancelled. If specified with respect to the Securities of that a series except thatas contemplated by Section 301, where in connection with any repayment of Securities, the mailing of notice of redemption Company may arrange for the purchase of any Securities shall theretofore have been made, by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance Holders of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured Securities on or before the 60th day preceding applicable repayment date an amount not less than the sinking fund payment date, such moneys shall thereafter be applied repayment price payable by the Company on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption repayment of such Securities., and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. Unless otherwise expressly stated in this Indenture or pursuant to Section 301 with respect to the Securities of any series or unless the context otherwise requires, all references in this Indenture to the repayment of Securities at the option of the Holders thereof (and all references of like import) shall be deemed to include a reference to the repayment of Securities at the option of the Holders thereof. ARTICLE FOURTEEN
Appears in 2 contracts
Samples: Indenture (W. P. Carey Inc.), Indenture (W. P. Carey Inc.)
Redemption of Securities for Sinking Fund. Not less than ----------------------------------------- 60 days prior to each sinking fund payment date for Securities of any series of Securitiesseries, the Company will Operating Partnership shall deliver to the Trustee an Officers' Operating Partnership Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that such series pursuant to the terms of that such series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currencies, currency unit or units or composite currency or currencies in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof1202, and will the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and shall also deliver to the Trustee any Securities to be so delivereddelivered and credited. Such written statement shall If such Operating Partnership Certificate specifies an optional amount to be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated added in cash to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the ensuing mandatory sinking fund payment for such series due on payment, the next succeeding sinking fund payment date Operating Partnership shall thereupon be paid entirely in cash without obligated to pay the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203amount therein specified. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon on such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Operating Partnership in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS
Appears in 2 contracts
Samples: Cabot Industrial Trust, Cabot Industrial Properties Lp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the written request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be promptly reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Oneok Inc /New/), Atmos Energy Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer will deliver to the Trustee an Officers' Certificate a certificate signed by the Treasurer or any Associate or Assistant Treasurer of the Issuer specifying (a) the amount of the next ensuing sinking fund payment for that such series pursuant to the terms of that such series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currency unit in which the Securities of such series and the Coupons, if any, appertaining thereto are payable (except as otherwise specified as contemplated by Section 3.1 for the Securities of such series and except as provided in Sections 3.12(b), 3.12(e) and 3.12(f) of this Indenture) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof, 15.2 and will also deliver whether the Issuer intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Issuer shall become unconditionally be obligated to make all the cash payments payment or payments (in the currency or currency unit described above) therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Issuer to deliver such written statement certificate (or to deliver the Securities and Securities specified in this paragraphCoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such datecertificate within the time period specified in Section 15.2), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash (in the currency or currency unit described above) and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series as provided in respect therefor Section 15.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series. Any sinking fund payment or payments (mandatory or optional) made in cash (in the currency or currency unit described above) plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Issuer if the Issuer is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in following the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption date of such Securities shall be made upon payment) to the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of at the sinking fund during the continuance of a default Redemption Price specified in payment of interest with respect to such Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shalltogether with accrued interest, during if any, to the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securitiesapplicable Redemption Date. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the Any excess sinking fund payment date, such moneys shall thereafter be not so applied on or allocated by the next succeeding sinking fund payment date in accordance with this Section 1203 Trustee (or by the Issuer if the Issuer is acting as its own Paying Agent) to the redemption of such Securities.Securities shall be added to the next sinking fund payment received by the Trustee (or, if the Issuer is acting as its own Paying Agent, segregated and held in trust as
Appears in 2 contracts
Samples: Itt Corp /Nv/, Itt Corp /Nv/
Redemption of Securities for Sinking Fund. Not less than 60 30 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th 30th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 [30] days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th 30th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 2 contracts
Samples: Indenture (PPL Electric Utilities Corp), Southern Investments Uk PLC
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Issuer intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Issuer shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Issuer to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Issuer in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Issuer shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Issuer is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Issuer, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Issuer, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Issuer ) not in excess of the principal amount thereof. ARTICLE THIRTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 2 contracts
Samples: Supplemental Indenture (Boston Scientific Corp), Supplemental Indenture (American Medical Systems Europe B.V.)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (American Axle & Manufacturing Holdings Inc), Indenture (American Axle & Manufacturing Holdings Inc)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' ’ Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.02 and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11.05, 11.06 and 11.07. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers’ Certificate and Securities specified in this paragraphSection 12.03, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofArticle Twelve. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof 5.13 or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 12.03 to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 2 contracts
Samples: Indenture (Arch Capital Group Ltd.), Arch Capital Group (U.S.) Inc.
Redemption of Securities for Sinking Fund. Not less ----------------------------------------- than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency, currencies or currency unit in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause Prior to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, the Company shall pay to the Trustee in cash a sum equal to any interest accrued to the date fixed for redemption of Securities or portions thereof to be redeemed on such moneys shall thereafter sinking fund payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be applied paid into such sinking fund on the next succeeding sinking fund payment date date, together with any unused balance of any preceding sinking fund payment or payments for such series, shall not exceed in accordance with this Section 1203 to the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such Securitiesseries through the operation of the sinking fund. Such unused balance of moneys deposited in such sinking fund shall be added to the sinking fund payment for such series to be made in cash in the next succeeding year or, at the request of the Company, shall be applied at any time or from time to time to the purchase of Securities of such series, by public or private purchase, in the open market or otherwise, at not in excess of (excluding accrued interest and brokerage commissions, for which the Trustee or any paying agent will be reimbursed by the Company) the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (United Technologies Corp /De/), United Technologies Corp /De/
Redemption of Securities for Sinking Fund. Not less more than 60 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant whether the Company intends to Section 1202 hereof, and will also deliver exercise its right to the Trustee any Securities make a permitted optional sinking fund payment with respect to be so deliveredsuch series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash without and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without, with respect to such payment date, the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this pursuant to Section 12031202 and shall also deliver to the Trustee any Securities to be so delivered. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date or, at the request of the Company, shall be applied at any time or from time to time to the purchase of Securities of such series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE THIRTEEN - Purchase or Repayment of Securities by the Company at Option of Holders Section 1301. Applicability of Article Repayment of Securities of any series before their Stated Maturity at the option of Holders thereof shall be made in accordance with the terms of such Securities and (except as otherwise specified as contemplated by Section 301 for Securities of any series) in accordance with this Section 1203 to the redemption of such SecuritiesArticle Thirteen.
Appears in 2 contracts
Samples: Teck Resources (Teck Metals Ltd.), Indenture (Teck Cominco LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 301) and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereofand stating the basis for such credit and that such Securities have not been previously so credited, and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers' Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Officers' Certificate (or, as required by this Indenture, the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such dateOfficers' Certificate) by the due date therefor, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 1003) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 1203. Not less than 30 days before each such Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 1003) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 1106. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 1003) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 301) equal to the principal and any premium and interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 1203 and any Security Additional Amounts with respect thereto. Neither the Trustee nor the Company shall redeem any Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article Twelve. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities.1203. ARTICLE THIRTEEN
Appears in 2 contracts
Samples: Indenture (Everest Re Group LTD), Indenture (Everest Re Capital Trust Iii)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.1 for the Securities of such series and except, if applicable, as provided in Sections 3.12(b), 3.12(d) and 3.12(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof12.2 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 110511.6 and 11.7. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustee or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum equal to the principal (and premium, if any) and any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 12.3. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Hologic Inc, Hologic Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Corporation will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Corporation intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Corporation shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Corporation to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Corporation in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Corporation shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Corporation is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Corporation, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request and direction of the Corporation, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Corporation) not in excess of the principal amount thereof.
Appears in 2 contracts
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such Series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the notice of the next succeeding sinking fund payment date for redemption of Securities of such series by operation series. Instead, any such unused balance of the moneys deposited in such sinking fund during the continuance of a default in payment of interest with respect shall be added to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any paying agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE THIRTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 2 contracts
Samples: Indenture (Nova Chemicals Corp /New), Indenture (Nova Chemicals Corp /New)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Se- curities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraphsection, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofarticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 section to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 2 contracts
Samples: Xl Capital LTD, Xl Capital LTD
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for the Securities of any series of Securitiesseries, the Company will deliver to the Trustee an Officers' Certificate specifying (a) a certificate signed by the amount Treasurer or any Assistant Treasurer of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional next ensuing mandatory sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof, 5.02 (which Securities will accompany such certificate) and will also deliver whether the Company intends to the Trustee make any Securities to be so deliveredpermitted optional sinking fund payment in connection therewith. Such written statement certificate shall also state that no Event of Default has occurred and is continuing with respect to Securities of such series. Such certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and certificate when due (or to deliver the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, Section 5.03) the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for Securities of that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities as provided in Section 5.02 and without the right to make any optional sinking fund payment, in connection therewith. Any sinking fund payment or payments (mandatory or optional) with respect to the Securities of any particular series made in cash plus any unused balance of any preceding sinking fund payments with respect to Securities of such series made in respect therefor and cash which shall equal or exceed $100,000 or the equivalent thereof in the Foreign Currency in which such series is denominated (ii) that or a lesser sum if the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such shall so request) shall be applied by the Trustee on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date following the date of such payment) to the redemption of such Securities at the Redemption Price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. Any sinking fund moneys not so applied or allocated by the Trustee to the redemption of such Securities shall be added to the next cash sinking fund payment received by the Trustee for Securities of such series and, together with such payment, shall be applied in accordance with the provisions of this Section 5.03. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities shall be applied by the Trustee, together with other moneys, if necessary, to be deposited sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in the first paragraph of Section 1103 4.03 hereof and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 4.04 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 11054.06 and 4.07 hereof. On or before any sinking fund payment date, 1106 and 1107 hereofthe Company shall deposit with the Trustee an amount of money sufficient to pay any interest accrued to the Redemption Date for Securities or portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 5.03. The Trustee shall not redeem or cause to be redeemed any Security Securities of a any series with sinking fund moneys or mail deliver any notice of redemption of Securities of such series by operation of the sinking fund therefor during the continuance of a default in payment of interest on Securities of such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to Securities of such series, except that series or an Event of Default with respect to if the Securities of that series except that, where the mailing of notice of redemption of any Securities of such series shall theretofore have been mademailed in accordance with the provisions hereof, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee for that purpose in accordance with the terms of this Article. Except as aforesaid, any moneys in the sinking fund for Securities of such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all such Securities. In ; provided, however, that in case such Event of Default or default shall have been cured or waived as as, provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for such Securities on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities5.03.
Appears in 2 contracts
Samples: Indenture (Hotels.com GP, LLC), Expedia, Inc.
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 311(b), 311(d) and 311(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1103) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Pacific Telesis Financing Iii, Pacific Telesis Financing Iii
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee Trustees an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 3.01 for the Securities of such series and except, if applicable, as provided in Sections 3.11(b), 3.11(d) and 3.11(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.02 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.02 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee Trustees shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 12.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof12.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 12.06 and Section 12.07. Prior to any sinking fund payment date, 1106 the Company shall pay to the Trustees or a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 11.03) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or cause portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustees, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustees or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. ARTICLE FOURTEEN REPAYMENT AT OPTION OF HOLDERS
Appears in 2 contracts
Samples: Indenture (Energy Fuels Inc), Energy Fuels Inc
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.1) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.2 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers’ Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Officers’ Certificate (or, as required by this Indenture, the Securities and Securities specified in this paragraphcoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such dateOfficers’ Certificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying, Agent, segregated and held in trust by the Company as provided in Section 10.3) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 12.3. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum in the currency in which Securities of such series are “ payable (except as provided pursuant to Section 3.1) equal to the principal and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 12.3. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article XII. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities and coupons, if any, of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities12.3.
Appears in 2 contracts
Samples: Silicon Valley Bancshares, Silicon Valley Bancshares
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Officer's Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.2 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted Optional Sinking Fund Payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a Mandatory Sinking Fund Payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.2 and (ii) that without the Company will right to make no optional sinking fund payment any Optional Sinking Fund Payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.6 and 1107 hereof11.7. The Trustee shall not redeem or cause Prior to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, the Company shall pay to the Trustee in cash a sum equal to any interest accrued to the date fixed for redemption of Securities or portions thereof to be redeemed on such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with pursuant to this Section 1203 to the redemption of such Securities13.3.
Appears in 2 contracts
Samples: Indenture (Carnival Corp), Carnival Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate), stating the basis for such credit and will also deliver that such Securities have not been previously so credited and whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 2 contracts
Samples: Indenture (Complete Management Inc), Indenture (Complete Management Inc)
Redemption of Securities for Sinking Fund. Not less than 60 75 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officers’ Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301. Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance indebtedness represented by such Securities unless and until the Company, at its option, shall deliver or surrender the same to the Trustee with a directive that such Securities be cancelled. Notwithstanding anything to the contrary contained in this Section 1301, in connection with any repayment of a default Securities, the Company may arrange for the purchase of any Securities by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Holders of such Securities on or before the applicable repayment date an amount not less than the repayment price payable by the Company on repayment of such Securities, and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. Unless otherwise expressly stated in payment of interest with respect this Indenture or pursuant to Securities of that series or an Event of Default Section 301 with respect to the Securities of that any series except thator unless the context otherwise requires, where all references in this Indenture to the mailing repayment of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event option of Default, the Holders thereof (and all references of like import) shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 include a reference to the repurchase or redemption of such Securities.Securities at the option of the Holders thereof. ARTICLE FOURTEEN
Appears in 2 contracts
Samples: Indenture (KKR Financial Holdings LLC), KKR Financial Holdings IV, LLC
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 301) and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereofand stating the basis for such credit and that such Securities have not been previously so credited, and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers' Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Officers' Certificate (or, as required by this Indenture, the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such dateOfficers' Certificate) by the due date therefor, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 1003) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 1203. Not less than 30 days before each such Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 1003) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 1106. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 1003) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 301) equal to the principal and any premium and interest (including any Additional Interest) accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 1203 and any Security Additional Amounts with respect thereto. Neither the Trustee nor the Company shall redeem any Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemption. Except as aforesaid, any moneys in that purpose shall be deposited with the sinking fund Trustee (or segregated by the Company) for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date that purpose in accordance with the terms of this Section 1203 to the redemption of such Securities.Article
Appears in 2 contracts
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate a certificate signed by any director, the treasurer or any duly authorized assistant treasurer of the Company specifying (a) the amount of the next ensuing sinking fund payment for that such series pursuant to the terms of that such series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that such series pursuant to Section 1202 hereof, 15.2 and will also deliver whether the Company intends to the Trustee any Securities exercise its rights to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraphcertificate (or to deliver the Securities, if any, shall not constitute a default but shall constitutespecified in such certificate within the time period specified in Section 15.2), on and as of such dateunless otherwise agreed by the Trustee, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series as provided in respect therefor Section 15.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund together with accrued interest, if any, to the applicable Redemption Date. Any sinking fund moneys not so applied or allocated by the Trustee (or by the Company if the Company is acting as its own Paying Agent) to the redemption of Securities shall be added to the next sinking fund payment received by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 4.3) for such series and, together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 15.3. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 4.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select or cause to be selected the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 14.2 and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof14.2 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund and whether the sinking fund payment is mandatory or optional, or both, as the case may be. Such notice having been duly given, the redemption of such the Securities shall be made upon the terms and in the manner stated in Sections 1105Section 14.3. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, will segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 4.3) in cash a sum equal to the principal and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 16.3. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company if the Company is acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article XVI. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities of such Securities. In series; provided, however, that in case such Event of Default or default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities16.3.
Appears in 2 contracts
Samples: Indenture (National Grid PLC), Indenture (National Grid PLC)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' ’ Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers’ Certificate and Securities specified in this paragraphSection 1203, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofArticle Twelve. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 2 contracts
Samples: Arch Capital (Arch Capital Group Ltd.), Arch Capital Group (Arch Capital Group Ltd.)
Redemption of Securities for Sinking Fund. Not less than 60 45 days (or such shorter period as may be acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.02 and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.03 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.06 and 1107 hereof11.07. The Trustee shall not redeem or cause to be redeemed any Security of a series Securities with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on the Securities of that such series or an of any Event of Default with respect to the Securities of such series (other than an Event of Default occurring as a consequence of this paragraph), except that series except that, where the mailing of if notice of redemption of any Securities shall theretofore have been madegiven, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee for that purpose in accordance with the terms of the series of the Securities. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default Default or Event of Default, Default shall occur, and not held for payment or redemption of particular Securities of the series, and any moneys thereafter paid into the sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all such Securities. In the Securities of the series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date5.13, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 the terms of the Securities applicable to the redemption of such Securitiessinking funds.
Appears in 2 contracts
Samples: Indenture (Primus Guaranty LTD), Indenture (Primus Guaranty LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that the series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which that is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof3.05 and the basis for such credit and will, and will also together with such Officers' Certificate, deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (ii) that the Company will 18 make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 3.02 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.02. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofSection 3.03. The Trustee shall not redeem or cause to be redeemed any Security Securities of a series with sinking fund moneys or mail give any notice of redemption of Securities of for such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that series except that, where the mailing giving of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five VI hereof and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof 6.08 or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment datedate in any year, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 2 contracts
Samples: Indenture (American Equity Investment Life Holding Co), American Equity Investment Life Holding Co
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if 68 applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof.
Appears in 1 contract
Samples: Cendant Corp
Redemption of Securities for Sinking Fund. Not less than 60 35 days (or such shorter period as shall be acceptable to the Trustee) prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.02 and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select date, the Securities to be redeemed upon such sinking fund payment date shall be selected in the manner specified in Section 1103 hereof 11.03 and the Trustee shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.04. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.06 and 1107 hereof11.07. ARTICLE THIRTEEN DEFEASANCE AND COVENANT DEFEASANCE SECTION 13.01. COMPANY’S RIGHT WITH RESPECT TO DEFEASANCE OR COVENANT DEFEASANCE. The Trustee shall not redeem Company will have the right, at any time, to have Section 13.02 or cause Section 13.03 applied to any Securities or any series of Securities, as the case may be redeemed any Security (other than Securities of a series designated pursuant to Section 3.01 as not being defeasible pursuant to Section 13.02 or 13.03), upon compliance with sinking fund moneys the conditions set forth below in this Article. Any request under this Article shall be evidenced by a Company Order or mail any notice of redemption of Securities of such series in another manner specified as contemplated by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient Section 3.01 for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 1 contract
Samples: Owens & Minor Distribution, Inc.
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company (1) will deliver to the Trustee an Officers' ’ Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the Company, on or before any such 60th day, to deliver such written statement Officers’ Certificate and Securities specified in this paragraphsection, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofarticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 section to the redemption of such Securities. This instrument may be executed in any number of counterparts, each of which so executed shall be deemed to be an original, but all such counterparts shall together constitute but one and the same instrument.
Appears in 1 contract
Samples: Indenture (Arch Capital Group LTD)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer will deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company Issuer intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company Issuer shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the CompanyIssuer, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company Issuer (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof or and (ii) that the Company Issuer will make no optional sinking fund payment with respect to such series as provided in this Section 1203Section. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Issuer in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default or Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company Issuer a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default or Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default or Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such default, Event of Default or Default shall have been waived as provided in Section 513 hereof or the default or Event of Default or Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding such sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.. ARTICLE THIRTEEN GUARANTEES AND SUBORDINATION
Appears in 1 contract
Samples: Indenture (Lloyds Banking Group PLC)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for Securities of any series of Securitiesseries, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency or currencies, currency unit or units or composite currency or currencies in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof1202, and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so delivereddelivered and credited. Such written statement If such Officers' Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Trustee shall not redeem ARTICLE THIRTEEN - [INTENTIONALLY OMITTED]. ARTICLE FOURTEEN - DEFEASANCE AND COVENANT DEFEASANCE SECTION 1401. APPLICABILITY OF ARTICLE: Company's Option to Effect Defeasance or cause Covenant Defeasance. If, pursuant to be redeemed any Security Section 301, provision is made for either or both of (a) defeasance of the Securities of or within a series with sinking fund moneys under Section 1402 or mail any notice (b) covenant defeasance of redemption of the Securities of or within a series under Section 1403, then the provisions of such series by operation Section or Sections, as the case may be, together with the other provisions of the sinking fund during the continuance of a default in payment of interest this Article (with such modifications thereto as may be specified pursuant to Section 301 with respect to any Securities), shall be applicable to such Securities of that series or an Event of Default and any coupons appertaining thereto, and the Company may at its option by Board Resolution, at any time, with respect to the such Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fundcoupons appertaining thereto, shall, during the continuance of such default or Event of Default, be deemed elect to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof 1402 (if applicable) or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter Section 1403 (if applicable) be applied on to such Outstanding Securities and any coupons appertaining thereto upon compliance with the next succeeding sinking fund payment date conditions set forth below in accordance with this Section 1203 to the redemption of such SecuritiesArticle.
Appears in 1 contract
Samples: Western Investment Real Estate Trust
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.in
Appears in 1 contract
Samples: Indenture (International Specialty Products Inc /New/)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof13.2 (which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund food payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 13.2 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date date, the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 11.6 and 1107 hereof11.7. The Trustee shall not redeem or cause Prior to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, the Company shall pay to the Trustee in cash a sum equal to any interest accrued to the date fixed for redemption of Securities or portions thereof to be redeemed on such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with pursuant to this Section 1203 to the redemption of such Securities13.3.
Appears in 1 contract
Samples: Indenture (Carnival Corp)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Issuer (1) will deliver to the Trustee an Officers' Certificate (A) stating that no defaults in the payment of interest or Events of Default with respect to Securities of that series have occurred (which have not been waived or cured), (B) specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of Securities of that series, (bC) stating whether or not the Company Issuer intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, specifying the amount of such optional sinking fund payment, payment and (cD) specifying the portion thereofof such sinking fund payment, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, and (2) will also deliver to the Trustee any Securities to be so delivered. Such written statement shall be irrevocable and upon its receipt by the Trustee the Company shall become unconditionally obligated to make all the cash payments or payments therein referred to, if any, on or Not less than 30 days before the next succeeding each such sinking fund payment datedate the Trustee shall select the Securities of such series to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 and cause notice of the redemption thereof to be given in the name of and at the expense of the Issuer in the manner provided in Section 1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107. Failure of the CompanyIssuer, on or before any such 60th day, to deliver such written statement Officers' Certificate and Securities specified in this paragraphSection, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company Issuer (ia) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor thereof and (iib) that the Company Issuer will make no optional sinking fund payment with respect to Securities of such series as provided in this Section 1203. Not less than 30 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereofArticle. The Trustee shall not redeem or cause to be redeemed any Security of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund during the continuance of a default in payment of interest with respect to on such Securities or of that series or an any Event of Default with respect to the Securities of that such series except that, where the mailing of notice of redemption of any Securities shall theretofore therefore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company Issuer a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such SecuritiesSecurities of such series. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with this Section 1203 to the redemption of such Securities.
Appears in 1 contract
Samples: Mediacom Capital Corp
Redemption of Securities for Sinking Fund. Not less ----------------------------------------- than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate a certificate signed by the Senior Vice President-Corporate Treasury and Global Funding Operation or any Assistant Treasurer of the Company specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriesthereof, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash (which cash may be deposited with the Trustee or with one or more paying agents, or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series the same Tranche pursuant to Section 1202 hereof3.04 (which Securities, if not theretofore delivered, will accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such Securities. Such written statement certificate shall also state that no Event of Default has occurred and is continuing with respect to such Securities. Such certificate shall be irrevocable and and, upon its receipt by the Trustee delivery, the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and certificate (or to deliver the Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such Securities shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 3.04 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series Securities. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made in cash which, in the aggregate, shall equal or exceed 100,000 units of the Specified Currency with respect to the particular Tranche (or a lesser sum if the Company shall so request or determine) with respect to any Securities shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own paying agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the next sinking fund payment date following the date of such payment) to the redemption of such Securities at the redemption price specified in such Securities for operation of the sinking fund together with accrued interest, if any, to the date fixed for redemption. Any sinking fund moneys not so applied or allocated by the Trustee (or by the Company if the Company is acting as its own paying agent) to the redemption of Securities shall be added to the next cash sinking fund payment received by the Trustee (or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) for such Securities and, together with such payment (or such amount so segregated), shall be applied in accordance with the provisions of this Section 3.05. Any and all sinking fund moneys with respect to any Securities held by the Trustee (or if the Company is acting as its own paying agent, segregated and held in trust as provided in Section 4.04) on the last sinking fund payment date with respect to such Securities and not held for the payment or redemption of particular Securities of such Tranche shall be applied by the Trustee (or by the Company if the Company is acting as its own paying agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of that Tranche at maturity. The Trustee shall select or cause to be selected the Securities to be redeemed upon such sinking fund payment date in the manner specified in the last paragraph of Section 1103 hereof 3.02 and the Company shall cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof3.02 except that the notice of redemption shall also state that the Securities are being redeemed by operation of the sinking fund. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 3.03. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee in cash (or if the Company is acting as its own paying agent, shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 4.04) a sum equal to any interest accrued to the date fixed for redemption of Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 3.05. Neither the Trustee nor the Company shall redeem any Security of a series Securities with sinking fund moneys or mail give any notice of redemption of such Securities of such series by operation of the sinking fund for such Tranche during the continuance of a default in payment of interest with respect to interest, if any, on such Securities or of that series or any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to such Securities, except that if the Securities of that series except that, where the mailing of notice of redemption of any such Securities shall theretofore have been madegiven in accordance with the provisions hereof, the Trustee (or the Company if the Company is acting as its own paying agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article Three. Except as aforesaid, any moneys in the sinking fund for such series Securities at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all such Securities. In ; provided, however, that in case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default -------- ------- shall have been cured on or before the 60th day preceding the sinking fund payment datewaived as provided herein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for such Securities to which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities3.05.
Appears in 1 contract
Samples: General Electric Capital Corp
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will shall deliver to the Trustee an Officers' Officer’s Certificate specifying (a) the amount of the next ensuing mandatory sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and crediting of Securities of that series pursuant to Section 1202 hereof1202, and the basis for such credit and the optional amount, if any, to be added in cash to the next ensuing mandatory sinking fund payment, and will also deliver to the Trustee any Securities to be so credited and not theretofore delivered. Such written statement If such Officer’s Certificate shall specify an optional amount to be irrevocable and upon its receipt by added in cash to the Trustee next ensuing mandatory sinking fund payment, the Company shall become unconditionally thereupon be obligated to make all pay the cash payments or payments amount therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure of the Company, on or before any such 60th day, to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such date, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date shall be paid entirely in cash without the option to deliver or credit Securities of such series in respect therefor and (ii) that the Company will make no optional sinking fund payment with respect to such series as provided in this Section 1203specified. Not less than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, Section 1106 and 1107 hereofSection 1107. The Trustee ARTICLE THIRTEEN REPAYMENT AT THE OPTION OF HOLDERS Section 1301 Applicability of Article. Securities of any series which are repayable at the option of the Holders thereof before their Stated Maturity shall not redeem or cause to be redeemed any Security repaid in accordance with the terms of a series with sinking fund moneys or mail any notice of redemption of the Securities of such series by operation series. The repayment of any principal amount of Securities pursuant to such option of the sinking fund during Holder to require repayment of Securities before their Stated Maturity, for purposes of Section 309, shall not operate as a payment, redemption or satisfaction of the continuance of a default in payment of interest with respect to indebtedness represented by such Securities of that series unless and until the Company, at its option, shall deliver or an Event of Default with respect surrender the same to the Trustee with a directive that such Securities be cancelled. Notwithstanding anything to the contrary contained in this Section 1301, in connection with any repayment of that series except thatSecurities, where the mailing of notice of redemption Company may arrange for the purchase of any Securities shall theretofore have been made, by an agreement with one or more investment bankers or other purchasers to purchase such Securities by paying to the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance Holders of such default or Event of Default, be deemed to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured Securities on or before the 60th day preceding the sinking fund payment date, such moneys shall thereafter be applied close of business on the next succeeding sinking fund payment repayment date in accordance with this Section 1203 to an amount not less than the redemption repayment price payable by the Company on repayment of such Securities., and the obligation of the Company to pay the repayment price of such Securities shall be satisfied and discharged to the extent such payment is so paid by such purchasers. ARTICLE FOURTEEN
Appears in 1 contract
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company Corporation will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series and except, if applicable, as provided in Sections 312(b), 312(d) and 312(e)) and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Corporation intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by delivery the Trustee the Company Corporation shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Corporation to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company Corporation in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The Prior to any sinking fund payment date, the Corporation shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Corporation is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any 84 interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Corporation, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Corporation, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securitiesseries, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Corporation) not in excess of the principal amount thereof.
Appears in 1 contract
Samples: Indenture (Agrium Inc)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the Currency in which the Securities of such series are payable (except as otherwise specified pursuant to Section 301 for the Securities of such series) and the portion thereof, if any, which - 72 - is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof(which Securities will, if not previously delivered, accompany such certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such datecertificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 1202 and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof1104. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 hereof1107. The On or prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 1003) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portions thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 1203. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Trustee, unless requested by the Company, shall not give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date or, at the request of the Company, shall be applied at any time or from time to time to the purchase of Securities of such series, by public or private purchase, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, which will be paid by the Company separately through the Trustee or any Paying Agent) not in excess of the principal amount thereof. ARTICLE THIRTEEN REPAYMENT AT OPTION OF HOLDERS SECTION 1301. Applicability of Article. Repayment of Securities of any series before their Stated Maturity at the option of Holders thereof shall be made in accordance with the terms of such Securities and (except as otherwise specified as contemplated by Section 301 for Securities of any series) in accordance with this Section 1203 to the redemption of such SecuritiesArticle.
Appears in 1 contract
Samples: Indenture (Newell Co)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series pursuant to the terms of that series, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash and the portion thereof, if any, which is to be satisfied by delivering and or crediting Securities of that series pursuant to Section 1202 hereof5.02 hereof (which Securities will, if not previously delivered, accompany such Officers' Certificate) and will also deliver whether the Company intends to the Trustee any Securities exercise its right to be so deliveredmake a permitted optional sinking fund payment with respect to such series. Such written statement Officers' Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement and Securities specified in this paragraph, if any, shall not constitute a default but shall constitute, on and as of such dateOfficers' Certificate, the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for that series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of such Securities subject to a mandatory sinking fund payment without the option to deliver or credit Securities of such series as provided in respect therefor Section 5.02 hereof and (ii) that without the Company will right to make no any optional sinking fund payment payment, if any, with respect to such series as provided in this Section 1203series. Not less more than 30 60 days before each such sinking fund payment date the Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 4.03 hereof and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 4.04 hereof. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105, 1106 and 1107 Article 4 hereof. The Prior to any sinking fund payment date, the Company shall pay to the Trustee shall not redeem or cause a Paying Agent (or, if the Company is acting as its own Paying Agent, segregate and hold in trust as provided in Section 6.04 hereof) in cash a sum equal to any interest that will accrue to the date fixed for redemption of Securities or portion thereof to be redeemed any Security of a series with on such sinking fund moneys payment date pursuant to this Section 5.03. Notwithstanding the foregoing, with respect to a sinking fund for any series of Securities, if at any time the amount of cash to be paid into such sinking fund on the next succeeding sinking fund payment date, together with any unused balance of any preceding sinking fund payment or mail any payments for such series, does not exceed in the aggregate $100,000, the Company shall not instruct the Trustee to give the next succeeding notice of the redemption of Securities of such series by through the operation of the sinking fund during the continuance fund. Any such unused balance of a default moneys deposited in payment of interest with respect to Securities of that series or an Event of Default with respect to the Securities of that series except that, where the mailing of notice of redemption of any Securities shall theretofore have been made, the Trustee shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum sufficient for such redemption. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, shall occur, and any moneys thereafter paid into the sinking fund, shall, during the continuance of such default or Event of Default, be deemed added to have been collected under Article Five and held for the payment of all such Securities. In case such Event of Default shall have been waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment date, for such moneys shall thereafter series to be applied made in cash on the next succeeding sinking fund payment date in accordance with this Section 1203 or, at the request of the Company, shall be applied at any time or from time to time to the redemption purchase of Securities of such Securities.series, by public or private purchase as negotiated by the Company, in the open market or otherwise, at a purchase price for such Securities (excluding accrued interest and brokerage commissions, for which the Trustee or any Paying Agent will be reimbursed by the Company) not in excess of the principal amount thereof. 189
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Samples: Indenture (U S Home Corp /De/)
Redemption of Securities for Sinking Fund. Not less than 60 days prior to each sinking fund payment date for any series of Securities, the Company will deliver to the Trustee an Officers' ’ Certificate specifying (a) the amount of the next ensuing sinking fund payment for that series such Securities pursuant to the terms of that seriessuch Securities, (b) whether or not the Company intends to exercise its right, if any, to make an optional sinking fund payment with respect to such series on the next ensuing sinking fund payment date and, if so, the amount of such optional sinking fund payment, and (c) the portion thereof, if any, which is to be satisfied by payment of cash in the currency in which the Securities of such series are payable (except as provided pursuant to Section 3.1) and the portion thereof, if any, which is to be satisfied by delivering and crediting Securities of that series pursuant to Section 1202 hereof, 12.2 and will also deliver to the Trustee any Securities to be so delivered. Such written statement Officers’ Certificate shall be irrevocable and upon its receipt by the Trustee delivery the Company shall become unconditionally be obligated to make all the cash payments payment or payments therein referred to, if any, on or before the next succeeding sinking fund payment date. Failure In the case of the Company, on or before any such 60th day, failure of the Company to deliver such written statement Officers’ Certificate (or, as required by this Indenture, the Securities and Securities specified in this paragraphcoupons, if any, shall not constitute a default but shall constitute, on and as of specified in such dateOfficers’ Certificate), the irrevocable election of the Company (i) that the mandatory sinking fund payment for such series due on the next succeeding sinking fund payment date for such series shall be paid entirely in cash and shall be sufficient to redeem the principal amount of the Securities of such series subject to a mandatory sinking fund payment without the option right to deliver or credit Securities of such series securities as provided in respect therefor Section 12.2 and (ii) that without the Company will right to make no the optional sinking fund payment with respect to such series at such time. Any sinking fund payment or payments (mandatory or optional) made in cash plus any unused balance of any preceding sinking fund payments made with respect to the Securities of any particular series shall be applied by the Trustee (or by the Company if the Company is acting as provided in this Section 1203. Not less than 30 days before each such its own Paying Agent) on the sinking fund payment date on which such payment is made (or, if such payment is made before a sinking fund payment date, on the sinking fund payment date immediately following the date of such payment) to the redemption of Securities of such series at the Redemption Price specified in such Securities with respect to the sinking fund. Any sinking fund moneys not so applied or allocated by the Trustee (or, if the Company is acting as its own Paying Agent, segregated and held in trust by the Company as provided in Section 10.3) for such series and together with such payment (or such amount so segregated) shall be applied in accordance with the provisions of this Section 12.3. Any and all sinking fund moneys with respect to the Securities of any particular series held by the Trustee (or if the Company is acting as its own Paying Agent, segregated and held in trust as provided in Section 10.3) on the last sinking fund payment date with respect to Securities of such series and not held for the payment or redemption of particular Securities of such series shall be applied by the Trustee (or by the Company if the Company is acting as its own Paying Agent), together with other moneys, if necessary, to be deposited (or segregated) sufficient for the purpose, to the payment of the principal of the Securities of such series at Maturity. The Trustee shall select the Securities to be redeemed upon such sinking fund payment date in the manner specified in Section 1103 hereof 11.3 and cause notice of the redemption thereof to be given in the name of and at the expense of the Company in the manner provided in Section 1104 hereof11.4. Such notice having been duly given, the redemption of such Securities shall be made upon the terms and in the manner stated in Sections 1105Section 11.6. On or before each sinking fund payment date, 1106 the Company shall pay to the Trustee (or, if the Company is acting as its own Paying Agent, the Company shall segregate and 1107 hereof. The Trustee shall not redeem hold in trust as provided in Section 10.3) in cash a sum in the currency in which Securities of such series are payable (except as provided pursuant to Section 3.1) equal to the principal and any interest accrued to the Redemption Date for Securities or cause portions thereof to be redeemed on such sinking fund payment date pursuant to this Section 12.3. Neither the Trustee nor the Company shall redeem any Security Securities of a series with sinking fund moneys or mail any notice of redemption of Securities of such series by operation of the sinking fund for such series during the continuance of a default in payment of interest with respect to interest, if any, on any Securities of that such series or of any Event of Default (other than an Event of Default occurring as a consequence of this paragraph) with respect to the Securities of such series, except that series except that, where if the mailing of notice of redemption of any Securities shall theretofore have been madeprovided in accordance with the provisions hereof, the Trustee (or the Company, if the Company is then acting as its own Paying Agent) shall redeem or cause to be redeemed such Securities, provided that it shall have received from the Company a sum Securities if cash sufficient for such redemptionthat purpose shall be deposited with the Trustee (or segregated by the Company) for that purpose in accordance with the terms of this Article XII. Except as aforesaid, any moneys in the sinking fund for such series at the time when any such default or Event of Default, Default shall occur, occur and any moneys thereafter paid into the such sinking fund, fund shall, during the continuance of such default or Event of Default, be deemed to have been collected under Article Five and held as security for the payment of all the Securities and coupons, if any, of such Securities. In series; provided, however, that in case such default or Event of Default shall have been cured or waived as provided in Section 513 hereof or the default or Event of Default cured on or before the 60th day preceding the sinking fund payment dateherein, such moneys shall thereafter be applied on the next succeeding sinking fund payment date in accordance with for the Securities of such series on which such moneys may be applied pursuant to the provisions of this Section 1203 to the redemption of such Securities12.3.
Appears in 1 contract
Samples: Asbc Capital Ii
