Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securities.
Appears in 6 contracts
Samples: Circus Finance Ii, Tci Communications Financing Iv, Xl Capital LTD
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and and, upon receipt of a written order of the Company signed by two Officers, the Trustee shall authenticate a replacement Security if the Trustee's and the Company's requirements are met. If requiredrequired by the Trustee or the Company, such the Holder shall furnish provide an affidavit in form satisfactory to the Trustee and the Company and an indemnity bond in an amount sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance The Company may charge for its expenses in replacing a Security. Every substitute Security of any new Security under series issued pursuant to the provisions of this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses Section by virtue of the Trustee) connected therewith. In case fact that any such lostSecurity is destroyed, destroyed lost or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision stolen shall constitute an additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone and shall be entitled to all the benefits of issuing a new Security, pay or purchase such Security. The provisions (but shall be subject to all the limitations of this Section, as amended or supplemented pursuant to rights set forth in) this Indenture equally and proportionately with respect to particular any and all other Securities or generally, duly authenticated and delivered hereunder. All Securities shall be exclusive held and shall preclude (owned upon the express condition that, to the extent lawful) all other rights and remedies permitted by law, the foregoing provisions are exclusive with respect to the replacement or payment of mutilated, lostdefaced, destroyed destroyed, lost or wrongfully-taken Securitiesstolen Securities and shall preclude any and all other rights or remedies notwithstanding any law or statute existing or hereafter enacted to the contrary with respect to the replacement or payment of negotiable instruments or other securities without their surrender.
Appears in 5 contracts
Samples: Indenture (Lexington Precision Corp), Indenture (Lexington Precision Corp), Lexington Precision Corp
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or and the Trustee that such Security has been acquired by a bona fide purchaserreceives evidence to its satisfaction of the destruction, loss or theft of any Security, the Company shall will issue and the Trustee shall Trustee, upon receipt of an Authentication Order, will authenticate a replacement Security of the same Series, bearing a number not contemporaneously outstanding, if the Trustee's ’s requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder thereof that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee or Trustee, any Agent and any authenticating agent from any loss which that any of them may suffer if a Security is replaced. The Company may charge for its expenses in replacing a Security. Upon the issuance of any new Security under this Sectionreplacement Security, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security which has become matured or is about to mature or has been called for redemption in full shall become due and payablemutilated or defaced or be destroyed, lost or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Companystolen, the Company in its discretion may, instead of issuing a new replacement Security, pay or purchase authorize the payment of the same (without surrender thereof except in the case of a mutilated or defaced Security), if the applicant for such Securitypayment shall furnish to the Company and to the Trustee and any agent of the Company or the Trustee such security or indemnity as any of them may require to save each of them harmless, and, in every case of destruction, loss or theft, the applicant shall also furnish to the Company and the Trustee and any agent of the Company or the Trustee evidence to their satisfaction of the destruction, loss or theft of such Security and of the ownership thereof. The provisions Every replacement Security is an additional obligation of the Company and will be entitled to all of the benefits of this Section, as amended or supplemented pursuant to this Indenture equally and proportionately with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to Securities of the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiessame Series duly issued hereunder.
Appears in 4 contracts
Samples: Global Security (Americredit Financial Services Inc), Global Security (Americredit Financial Services Inc), Americredit Financial Services Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lostmutilated, destroyed destroyed, lost or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserstolen, the Company shall Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. If required, such Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company Corporation and the Trustee to protect the CompanyCorporation, the Trustee or Trustee, the Paying Agent, the Registrar and any Agent co-registrar from any loss which that any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof, except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this Section, the Company Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses in connection therewith (including the all fees and expenses of the Trustee) connected therewith, the Paying Agent, the Registrar and any co-registrar for such Security). In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section in lieu of any provision destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securitysame series. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 4 contracts
Samples: Lockheed Martin Corp, Indenture (Lockheed Martin Corp), Indenture (Lockheed Martin Corp)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Company, a Registrar or if the Holder Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide or protected purchaser, the Company shall issue issue, and the Trustee shall authenticate shall, upon receipt of a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of Company Order (which the Company agrees to deliver promptly), authenticate and the Trustee to protect the Companydeliver, the Trustee in exchange for any such mutilated Security or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance in lieu of any such destroyed, lost or stolen Security, a new Security under this Sectionof like tenor and principal amount, the Company may require the payment of bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithnumber not contemporaneously outstanding. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyArticle 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security, as the case may be, in accordance herewith. Upon the issuance of any new Securities under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Trustee or the Registrar) in connection therewith. Every new Security issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Securities duly issued and outstanding hereunder. The provisions of this Section, as amended or supplemented pursuant Section 2.07 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 4 contracts
Samples: Indenture (Adc Telecommunications Inc), Indenture (Adc Telecommunications Inc), Indenture (Adc Telecommunications Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements of the Trustee are met. If required, such Holder shall furnish an An indemnity bond may be required by the Trustee or the Company that is sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon The Company or the issuance of any new Security under this Section, the Company Trustee may require the payment of charge for its expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanySection 4.08 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security, as the case may be. Every new Security issued pursuant to this Section in lieu of any mutilated, destroyed, lost or wrongfully taken Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or wrongfully taken Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 4 contracts
Samples: Leucadia National Corp, Leucadia National Corp, Leucadia National Corp
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide protected purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Omnicom Capital Inc, Omnicom Group Inc, Omnicom Group Inc
Replacement Securities. If a (a) any mutilated Security security is surrendered to the Company, a Registrar or if the Holder Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide or protected purchaser, the Company shall issue issue, and the Trustee shall authenticate shall, upon receipt of a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of Company Order (which the Company agrees to deliver promptly), authenticate and the Trustee to protect the Companydeliver, the Trustee in exchange for any such mutilated Security or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance in lieu of any such destroyed, lost or stolen Security, a new Security under this Sectionof like tenor and principal amount, the Company may require the payment of bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithnumber not contemporaneously outstanding. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyArticle 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security, as the case may be, in accordance herewith. Upon the issuance of any new Securities under this Section 2.07, the Company may require the payment of a sum sufficient to cover any tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Trustee or the Registrar) in connection therewith. Every new Security issued pursuant to this Section 2.07 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Securities duly issued and outstanding hereunder. The provisions of this Section, as amended or supplemented pursuant Section 2.07 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Indenture (Blackboard Inc), Indenture (Komag Inc /De/), Blackboard Inc
Replacement Securities. If a (a) any mutilated Security is surrendered to the Issuer, a Registrar, or the Trustee, or (b) the Issuer, a Registrar and the Trustee receive evidence to their satisfaction of the destruction, loss or if left of any Security, and, unless otherwise agreed by the Holder Issuer and the Trustee, there is delivered to the Issuer and the Trustee such security or indemnity as may be required by them to save each of a Security claims that the Security has been lostthem harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company Issuer or the Trustee that such Security has been acquired by a bona fide purchaserProtected Purchaser, the Company Issuer shall issue execute and the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if of like tenor and principal amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, or has been called for redemption by the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment Issuer pursuant to Article 3 of the Company and the Trustee to protect the Companythis Indenture, the Trustee Issuer in its discretion (but subject to any conversion rights) may, instead of issuing a new Security, pay or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security under this SectionSection 2.07, the Company Issuer may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses expense (including the fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every replacement Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision an additional Obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such SecurityIssuer. The provisions of this SectionSection 2.07 are exclusive and, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) , shall preclude all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Indenture (Fibria Celulose S.A.), Indenture (Fibria Celulose S.A.), Indenture (Votorantim Pulp & Paper Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lostmutilated, destroyed destroyed, lost or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserstolen, the Company shall Corporation may issue and the Trustee shall authenticate a replacement Security of the same series with identical terms as the Securities exchanged if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code (or any successor provision) are met. If required, such Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company Corporation and the Trustee to protect the CompanyCorporation, the Trustee or Trustee, the Paying Agent, the Registrar and any Agent co-registrar from any loss which any of them may suffer if a Security is replaced. The Corporation and the Trustee may charge for their expenses in replacing a Security. In case any such mutilated, destroyed, lost or stolen Security has become due and payable, the Corporation in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof except in the case of a mutilated Security) if the applicant for such payment shall furnish to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security such security or indemnity as may be required by them to hold each of them harmless, and in case of destruction, loss or theft, evidence satisfactory to the Corporation, the Trustee, the Paying Agent, the Registrar and any co-registrar, and any agent of any of them, of the destruction, loss or theft of such Security and the ownership thereof. Upon the issuance of any new Security under this SectionSection 2.08, the Company Corporation may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the all fees and expenses of the Trustee, the Paying Agent, the Registrar and any co-registrar for such Security) connected therewith. In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section 2.08 in lieu of any provision destroyed, lost or stolen Security or in exchange for any mutilated Security, shall constitute an original additional obligation of the Corporation, whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securitysame series. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Lockheed Martin Corp, Lockheed Martin Corp, Lockheed Martin Corp
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code and any other applicable provisions of law are met, and if the Holder (i) satisfies the Company and the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (ii) makes such request to the Company or the Trustee prior to the Security being acquired by a bona fide purchaser and (iii) satisfies any other reasonable requirements of the Company and the Trustee. Any such request shall either be accompanied by evidence satisfactory to the Company and the Trustee that any such issuance of a replacement Security will not involve a transfer or exchange of any Security, or shall comply with the requirements of Section 2.06. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or Trustee, the Paying Agent, the Registrar and any Agent co-registrar from any loss which that any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this SectionSection 2.07, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Registrar and the Trustee) connected therewith. In case the event any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new Security, pay or purchase such SecuritySecurity in replacement thereof. Every replacement Security is an additional obligation of the Company. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-wrongfully taken Securities.
Appears in 3 contracts
Samples: Supplemental Indenture (Riverwood Holding Inc), Supplemental Indenture (Riverwood Holding Inc), Ric Holding Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Paying Agent or Registrar from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge such Holder for its reasonable, out-of-pocket expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (Security, including the reasonable fees and expenses of counsel. Every replacement Security is an additional obligation of the Trustee) connected therewithCompany. In case any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Companypayable within one year, the Company in its discretion may, subject to compliance with the foregoing conditions, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-wrongfully taken Securities.
Appears in 3 contracts
Samples: Indenture (Cai Wireless Systems Inc), Indenture (Cai Wireless Systems Inc), Indenture (Cai Wireless Systems Inc)
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or and the Trustee that such Security has been acquired by a bona fide purchaserreceives evidence to its satisfaction of the destruction, loss or theft of any Security, the Company shall issue and the Trustee Trustee, upon receipt of an Authentication Order, shall authenticate a replacement Security if the Trustee's requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee or Trustee, any Agent and any authenticating agent from any loss which that any of them may suffer if a Security is replaced. The Company may charge for its expenses in replacing a Security. Every replacement Security is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Security, pay such Security. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Senior Indenture (Navigators Group Inc), Navigators Group Inc, Navigators Group Inc
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide BONA FIDE purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company same series and the Trustee of like tenor and Principal Amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to protect the Companybecome due and payable, the Trustee or any Agent from any loss which any Company in its discretion may, instead of them may suffer if issuing a Security is replacednew Security, pay such Security. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and any such new Security shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities of that issue duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Indenture (Apartment Investment & Management Co), Apartment Investment & Management Co, Apartment Investment & Management Co
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver in exchange therefor a new Security of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be reasonably required by them to save each of them and any agent of either of them harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its request the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are met. If requiredof like tenor and principal amount, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company having endorsed thereon and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if bearing a Security is replacednumber not contemporaneously outstanding. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security issued pursuant to this Section in lieu of any such lostdestroyed, destroyed lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by shall constitute an original additional contractual obligation of the Company pursuant whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any provision of the and all other Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securityduly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 3 contracts
Samples: Aes Corporation, Navistar International Corp /De/New, Navistar International Corp /De/New
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee and the Company, to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee Trustee, upon receipt of the authentication order of the Company in the form of an Officers' Certificate, shall authenticate a replacement Security if the Trustee's requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon The Company and the issuance of any new Security under this Section, the Company Trustee may require the payment of charge such Holder for their expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay or purchase such Security, upon satisfaction of the conditions set forth in the preceding paragraph. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Indenture (Total Renal Care Holdings Inc), General Semiconductor Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder Company and the Trustee receive evidence of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code are metmet and the holder satisfies any other reasonable requirements of the Trustee and the Company. If requiredrequired by the Trustee or the Company, such Holder holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Trustee, the Paying Agent and the Registrar from any loss which any of them may suffer if a Security is replaced. Upon ; provided that the issuance written undertaking of any new Security under this Section, the Company may require the payment holder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or which is about to become due and payable, or is about to be purchased by the Company pursuant to any provision an original purchaser of the Securities pursuant to the Note Purchase Agreement or an institutional investor having a net worth of not less than $100,000,000 shall be sufficient indemnity. The Company and the Trustee may charge the holder for their expenses in replacing a Security. If, after the delivery of such series providing for the purchase thereof at the option replacement Security, a protected purchaser (as defined in Section 8-303 of the Holder Uniform Commercial Code) of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and the Company, the Company in its discretion mayTrustee, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, the Paying Agent and the Registrar shall be exclusive and shall preclude (entitled to recover upon the security or indemnity provided therefor to the extent lawful) all other rights and remedies with respect of any loss, damage, cost or expense incurred by it. Subject to the last sentence of the immediately preceding paragraph, every replacement or payment Security is an additional obligation of mutilated, lost, destroyed or wrongfully-taken Securitiesthe Company.
Appears in 2 contracts
Samples: Indenture (Eclipse Resources Corp), Indenture (Eclipse Resources Corp)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and and, upon receipt of an Issuer Order, the Trustee or, as the case may be, an Authenticating Agent, shall authenticate a replacement Security if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchase”) and (c) satisfies any other reasonable requirements of the Trustee. If requiredrequired by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon The Company and the issuance Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a protected purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any new Security under this Sectionloss, damage, cost or expense incurred by the Trustee or the Company may require the payment of in connection therewith. Every replacement Security is a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses contractual obligation of the Trustee) connected therewithCompany. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 2 contracts
Samples: Reconciliation And (Nabors Industries Inc), Reconciliation And (Nabors Industries Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue issue, upon receipt of an Issuer Order, and the Trustee or, as the case may be, an Authenticating Agent, shall authenticate a replacement Security if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code are met, such that the Holder (a) satisfies the Company or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company or Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a “protected purchaser”) and (c) satisfies any other reasonable requirements of the Trustee. If requiredrequired by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon The Company and the issuance Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a protected purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a protected purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any new Security under this Sectionloss, damage, cost or expense incurred by the Trustee or the Company may require the payment of in connection therewith. Every replacement Security is a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses contractual obligation of the Trustee) connected therewithCompany. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 2 contracts
Samples: Reconciliation And (Nabors Industries Inc), Reconciliation And (Nabors Industries Inc)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Registrar Trustee or if the a Holder of a Security claims that the its Security of any series has been lost, destroyed or wrongfully taken, then in the absence of notice Company shall, subject to the Company or the Trustee that such Security has been acquired by a bona fide purchaserfurther provisions of this Section 2.8, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are metof such series and tenor and principal amount bearing a number not contemporaneously outstanding. If required, The Company may charge such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover for any tax or other governmental charge that may be imposed as a result of or in relation thereto connection with replacing a Security and any other for its expenses (including and the fees and expenses of the TrusteeTrustee (including without limitation attorneys' fees and expenses) connected therewithin replacing a Security. In case any such mutilated, defaced, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new Security in replacement thereof. If required by the Trustee or the Company, (i) an indemnity bond must be furnished that is sufficient in the judgment of both the Trustee and the Company to protect the Company, the Trustee and any Agent from any loss that any of them may suffer if a Security is replaced or paid as provided in this Section 2.8 and (ii) in the case of a lost, destroyed or wrongfully taken Security, pay evidence must be furnished to the satisfaction of both the Trustee and the Company of the loss, destruction or purchase wrongful taking of such Security. The Notwithstanding the foregoing, the Company and the Trustee shall have no obligation to replace or pay a Security pursuant to this Section 2.8 if either the Company or the Trustee has notice that such Security has been acquired by a bona fide purchaser. Every replacement Security is an additional obligation of the Company and shall be entitled to the benefits of this Indenture. To the extent permitted by law, the foregoing provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 2 contracts
Samples: Indenture (Arrow Electronics Inc), Arrow Electronics Inc
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserprotected purchaser within the meaning of Article 8 of the Uniform Commercial Code (a "PROTECTED PURCHASER"), the Company shall issue execute and upon receipt of a Company Order, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Rights Agreement (Dri I Inc), America West Holdings Corp
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or and the Trustee that such Security has been acquired by a bona fide purchaserreceive evidence to their satisfaction of the destruction, loss or theft of any Security, the Company shall issue and the Trustee shall authenticate a replacement Security Security, but only if the Trustee's ’s requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall must furnish an indemnity bond that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon The Company and the issuance Trustee may charge for their expenses in replacing a Security. If, after the delivery of such replacement Security, a bona fide purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Trustee shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any new Security under this Sectionloss, damage, cost or expense incurred by the Trustee or the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses connection therewith. Every replacement Security is an additional obligation of the Trustee) connected therewithCompany. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Indenture (Transcontinental Gas Pipe Line Corp), Transcontinental Gas Pipe Line Corp
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay, repurchase or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated destroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Indenture (Wellpoint Health Networks Inc /De/), Indenture (Wellpoint Health Networks Inc /De/)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee or if (b) the Holder Corporation and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and, in each case, there is delivered to the Corporation and the Trustee such security or indemnity, as required, referred to in the next succeeding sentence, then, in the absence of notice to the Company Corporation or the Trustee that such Security has been acquired by a bona fide purchaser, the Company Corporation shall issue and the Trustee Trustee, upon the written order of the Corporation signed by two Officers of the Corporation, shall authenticate and deliver a replacement Security of like tenor and principal amount if the Trustee's ’s requirements for replacement of Securities are met. If requiredrequired by the Trustee or the Corporation, such Holder shall furnish an indemnity bond or other security must be supplied by the Holder that is sufficient in the judgment of the Company Trustee and the Trustee Corporation to protect the CompanyCorporation, the Trustee or Trustee, any Agent and authenticating agent from any loss which that any of them may suffer if a Security is replaced. Upon the issuance of any new Security replacement Securities under this Section, the Company Corporation may require the payment of a sum sufficient to cover any tax pay all documentary, stamp or similar issue or transfer taxes or other governmental charge charges that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithincurred in replacing a Security. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased repurchased or redeemed by the Company Corporation pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder Section 3.07, Article V or the CompanyArticle IV hereof, the Company Corporation in its discretion may, instead of issuing a new Security, pay or purchase repurchase or redeem such Security, as the case may be. Every replacement Security is an additional obligation of the Corporation and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Indenture (Domtar CORP), Indenture (Domtar Paper Company, LLC)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Registrar Trustee or if a Holder provides evidence satisfactory to the Holder Trustee that its Security of a Security claims that the Security any series has been lost, destroyed or wrongfully taken, then in the absence of notice Company shall, subject to the Company or the Trustee that such Security has been acquired by a bona fide purchaserfurther provisions of this Section 2.08, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are metof such series and tenor and principal amount bearing a number not contemporaneously outstanding. If required, The Company may charge such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover for any tax or other governmental charge that may be imposed as a result of or in relation thereto connection with replacing a Security and any other for its expenses (including and the fees and expenses of the TrusteeTrustee (including without limitation attorneys' fees and expenses) connected therewithin replacing a Security. In case any such mutilated, defaced, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new Security in replacement thereof. If required by the Trustee or the Company, (i) an indemnity bond must be furnished that is sufficient in the judgment of both the Trustee and the Company to protect the Company, the Trustee and any Agent from any loss that any of them may suffer if a Security is replaced or paid as provided in this Section 2.08 and (ii) in the case of a lost, destroyed or wrongfully taken Security, pay evidence must be furnished to the satisfaction of both the Trustee and the Company of the loss, destruction or purchase wrongful taking of such Security. The Notwithstanding the foregoing, the Company and the Trustee shall have no obligation to replace or pay a Security pursuant to this Section 2.08 if either the Company or the Trustee has notice that such Security has been acquired by a bona fide purchaser. Every replacement Security is an additional obligation of the Company and shall be entitled to the benefits of this Indenture. To the extent permitted by law, the foregoing provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 2 contracts
Samples: Indenture (Sothebys Holdings Inc), Sothebys Holdings Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully takentaken and the Holder furnishes to the Company and the Trustee evidence to their satisfaction of such loss, then destruction or wrongful taking, the Company shall issue and the Trustee shall, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security of the same Series if the Trustee's requirements of Section 8-405 of the Uniform Commercial Code are met. If required, met (and the Registrar shall be entitled to assume such Holder shall furnish an indemnity bond sufficient in requirements have been met unless it receives written notice to the judgment of contrary) and if there is delivered to the Company and the Trustee such security or indemnity as may be required to protect save each of them harmless, satisfactory to the Company, Company and the Trustee. The Company and the Trustee or any Agent from any loss which any of them may suffer if charge the Holder for their expenses in replacing a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. Every replacement Security of each Series is an additional obligation of the Company and shall be entitled to the benefits of this Indenture. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-wrongfully taken Securities.
Appears in 2 contracts
Samples: Indenture (Calpine Capital Trust Iv), Indenture (Calpine Corp)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a certificate number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Labone Inc/, Financial Federal Corp
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or and the Trustee that such Security has been acquired by a bona fide purchaserreceives evidence to its satisfaction of the destruction, loss or theft of any Security, the Company shall issue and the Trustee Trustee, upon receipt of an Authentication Order, shall authenticate a replacement Security if the Trustee's ’s requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond must be supplied by the Holder that is sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee or Trustee, any Agent and any authenticating agent from any loss which that any of them may suffer if a Security is replaced. The Company may charge for its expenses in replacing a Security. Every replacement Security is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Security, pay such Security. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the requirements of Section 8-405 of the Uniform Commercial Code are met and the Holder satisfies any other reasonable requirements of the Trustee's requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or Trustee, the Paying Agent, the Registrar and any Agent co-registrar from any loss which any of them may suffer if a Security is replaced. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Company, in its discretion may, instead of issuing a new Security, pay such Security. Upon the issuance of any new Security under this SectionSection 2.08, the Company may require the payment by the Holder of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.08 in lieu of any provision destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 2 contracts
Samples: Trend Drilling Co, Nabors Industries Inc
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Company or if the Holder Trustee, or the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a number not contemporaneously outstanding. If requiredIn any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.7 in lieu of any provision destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased or redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay, purchase or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case If, after the delivery of such substitute Security, a bona fide purchaser of the original Security in lieu of which such substitute Security was issued presents for payment or registration such original Security, the Company shall be entitled to recover such substitute Security from the person to whom it was delivered or any such lostperson taking therefrom, destroyed except a bona fide purchaser, and shall be entitled to recover upon the security or wrongfully-taken Security has become indemnity provided therefor to the extent of any loss, damage, cost or is about to become due and payable, or is about to be purchased expense incurred by the Company or the Trustee, or any agent of such Persons, in connection therewith. Every new Security issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated, instead destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Ingram Micro Inc)
Replacement Securities. If a any mutilated Security ---------------------- is surrendered to the Registrar Trustee, or if the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide protected purchaser, the Company shall issue execute, and upon the Company's written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Xxxxxx, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Reebok International LTD
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver, in exchange for such mutilated Security, a new Security of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be required by them to save each of them and any agent of any of them harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a replacement new Security of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof except in the case of a mutilated Security) if the Trustee's requirements are met. If required, applicant for such Holder payment shall furnish an indemnity bond sufficient in the judgment of to the Company and the Trustee such security or indemnity as may be required by them to protect the Company, the Trustee or save each of them and any Agent from any loss which agent of any of them may suffer if a harmless, and in the case of destruction, loss or theft, evidence satisfactory to the Company and the Trustee and any agent of them of the destruction, loss or theft of such Security is replacedand the ownership thereof. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section in lieu of any provision destroyed, lost or stolen Security or in exchange for any mutilated Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated, instead destroyed, lost or stolen Security shall be at any time enforceable by anyone, and any such new Security shall be entitled to all the benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities of that series duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all any other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Senior Indenture (IHS Markit Ltd.)
Replacement Securities. If a any mutilated Security is surrendered to the Company, a Registrar or if the Holder Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide protected purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Accreted Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Company and the Trustee pursuant to protect the Company0, the Trustee Company in its discretion may, instead of issuing a new Security, pay, redeem or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section0, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this 0 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated, instead destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant 0 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Arvinmeritor Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if a Holder claims, and the Holder of a Security claims Trustee receives evidence to its satisfaction, that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee Trustee, upon written order of the Company signed by two Officers of the Company, shall authenticate a replacement Security if the Trustee's requirements of the Trustee are met. If required, such Holder shall furnish an An indemnity bond may be required by the Trustee or the Company that is sufficient in the judgment of the Company and the Trustee to protect the Company, the Guarantors, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other for its expenses (including the fees and expenses of the Trustee) connected therewithin replacing a Security. In case any If, after the delivery of such lostreplacement Security, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision a bona fide purchaser of the Securities original Security in lieu of which such series providing replacement Security was issued presents for payment or registration such original Security, the purchase thereof at Trustee shall be entitled to recover such replacement Security from the option Person to whom it was delivered or any Person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of the Holder any loss, damage, cost or expense incurred by the Company, any Guarantor, the Trustee or any Agent in connection therewith. Subject to the provisions of the final sentence of the preceding paragraph of this Section 2.7, every replacement Security is an additional obligation of the Company in its discretion may, instead and shall be entitled to all of issuing a new Security, pay or purchase such Security. The provisions the benefits of this Section, as amended or supplemented pursuant to this Indenture equally and proportionately with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken SecuritiesSecurities duly issued hereunder.
Appears in 1 contract
Samples: Michael Petroleum Corp
Replacement Securities. If a (i) any mutilated Security is surrendered to the Registrar Trustee, or if (ii) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company and the Guarantors shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metand related Guarantees of like tenor and principal amount at maturity, bearing a certificate number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle III, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.7 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Best Buy Co Inc)
Replacement Securities. If a mutilated Security is ---------------------- surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company and Sub Co-Issuer shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met, such that the Holder (a) satisfies the Company, Sub Co-Issuer or the Trustee within a reasonable time after such Holder has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (b) makes such request to the Company, Sub Co-Issuer or the Trustee prior to the Security being acquired by a protected purchaser as defined in Section 8-303 of the Uniform Commercial Code (a "protected purchaser") and (c) satisfies any other reasonable requirements of the Trustee. If requiredrequired by the Trustee, the Company or Sub Co-Issuer, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, Sub Co-Issuer, the Trustee or any Trustee, the Paying Agent and the Registrar from any loss which that any of them may suffer if a Security is replaced. Upon The Company, Sub Co-Issuer and the issuance of any new Security under this Section, Trustee may charge the Company may require the payment of Holder for their expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case the event any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of or Sub Co-Issuer in their discretion may pay such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, Security instead of issuing a new Security, pay or purchase such SecuritySecurity in replacement thereof. Every replacement Security is an additional obligation of the Company and Sub Co-Issuer. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-wrongfully taken Securities.
Appears in 1 contract
Samples: Armkel LLC
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security (bearing a number not contemporaneously outstanding) if the Trustee's requirements are met. If required, such Such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge such Holder for its reasonable, out-of-pocket expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay or purchase such Security, upon satisfaction of the conditions set forth in the preceding paragraph. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Execution Copy (Getty Images Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this SectionSection 2.09, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this SectionSection 2.09, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securities.
Appears in 1 contract
Samples: Xl Capital LTD
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the such Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements of Section 42 51 8-405 of the Uniform Commercial Code are met. If required, such that the Holder (i) satisfies the Company and the Trustee within a reasonable time after he has notice of such loss, destruction or wrongful taking and the Registrar does not register a transfer prior to receiving such notification, (ii) makes such request to the Company or the Trustee prior to the Security being acquired by a bona fide purchaser and (iii) satisfies any other reasonable requirements of the Trustee. Such Holder shall furnish an indemnity bond sufficient in the judgment of the Company Trustee and the Trustee Company to protect the Company, the Trustee or Trustee, the Paying Agent, the Registrar and any Agent co-registrar from any loss which that any of them may suffer if a Security is replaced. Upon The Company and the issuance of any new Security under this Section, Trustee may charge the Company may require the payment of Holder for their expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case the event any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new Security, pay or purchase such SecuritySecurity in replacement thereof. Every replacement Security is an additional obligation of the Company. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-wrongfully taken Securities.
Appears in 1 contract
Samples: Bell Atlantic Corp
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then in the absence of notice and there is delivered to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an security or indemnity bond that is sufficient in the judgment of the Company and the Trustee to protect the Companyand save each of them harmless, the Trustee or along with any Agent agent from any loss which that any of them may suffer if a Security is replaced, the Company shall execute and, upon its receipt of a Company Order, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a new Security of like tenor and Principal Amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Company pursuant to Article 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay, repurchase or redeem such Security, as the case may be. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewiththereto. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated destroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Hanover Compressor Co /)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company same series and the Trustee of like tenor and Principal Amount, bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to protect the Companybecome due and payable, the Trustee or any Agent from any loss which any Company in its discretion may, instead of them may suffer if issuing a Security is replacednew Security, pay such Security. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental govern- mental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead of issuing a lost or stolen Security shall be at any time enforceable by anyone, and any such new Security, pay or purchase such Security. The provisions Security shall be entitled to all benefits of this Section, as amended or supplemented pursuant to this Indenture equally and proportionately with respect to particular Securities or generally, shall be exclusive any and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment Securities of mutilated, lost, destroyed or wrongfully-taken Securitiesthat issue duly issued hereunder.
Appears in 1 contract
Samples: Aimco Properties Lp
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and the Trustee Trustee, upon receipt of a Company Order, shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of Holder thereof to pay a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated, instead destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Neuberger Berman Inc)
Replacement Securities. If a any mutilated Security is surrendered to the Company, a Registrar or if the Holder Trustee, or the Trustee receives evidence to its satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as will be required by them to save each of them harmless, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide protected purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate a replacement and deliver, in exchange for any such mutilated Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient or in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance lieu of any such destroyed, lost or stolen Security, a new Security under this Sectionof like tenor and principal amount, the Company may require the payment of bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithnumber not contemporaneously outstanding. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased repurchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyArticle 3, the Company in its discretion may, instead of issuing a new Security, pay or purchase repurchase such Security, as the case may be. No service charge shall be imposed by the Company, the Trustee, any Registrar or the Paying Agent upon the issuance of any substitute Security, but the Company may require a Holder to pay a sum sufficient to cover any tax or other similar governmental charge required in connection therewith as a result of the name of the Holder of the new substitute Security being different from the name of the Holder of the old Security that became mutilated or was destroyed, lost or stolen. Every new Security issued pursuant to this Section 2.08 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant Section 2.08 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Ezcorp Inc
Replacement Securities. If a (a) any mutilated Security is ---------------------- surrendered to the Registrar Company or if the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its ---- ---- written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle III hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Times Mirror Co /New/)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Registrar Trustee or if the a Holder of a Security claims that the its Security of any series has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue issue, and the Trustee shall authenticate a replacement Security if of such series and tenor and principal amount, bearing a number not contemporaneously outstanding, each such Security having endorsed thereon a Guarantee duly executed by the Trustee's requirements are metGuarantor. If requiredrequired by the Trustee or the Company, such Holder shall furnish an indemnity bond must be furnished that is sufficient in the judgment of both the Trustee and the Company and the Trustee to protect the Company, the Trustee or and any Agent from any loss which that any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require charge such Holder for its expenses and the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee (including in each case, without limitation, attorneys’ fees and expenses) connected therewithin replacing a Security. In case any such mutilated, defaced, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new SecuritySecurity in replacement thereof. Every replacement Security is an additional obligation of the Company and the Guarantor and shall be entitled to the benefits of this Indenture. To the extent permitted by law, pay or purchase such Security. The the foregoing provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 1 contract
Samples: Indenture (Becton Dickinson Euro Finance S.a. r.l.)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and and, upon the Trustee Company’s request, the Authenticating Agent shall authenticate authenticate, in lieu of any such lost, destroyed or stolen Security, a replacement Security if of the Trustee's requirements are metsame series and of like tenor and principal. If requiredrequired by the Registrar or the Company, such Holder holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee Registrar to protect the Company, the Trustee or Paying Agent, the Registrar and any Agent co-registrar from any loss which any of them may suffer if a Security is replaced. If, after the delivery of such replacement Security, a bona fide purchaser of the original Security in lieu of which such replacement Security was issued presents for payment or registration such original Security, the Registrar shall be entitled to recover such replacement Security from the Person to whom it was delivered or any Person taking therefrom, except a bona fide purchaser, and shall be entitled to recover upon the security or indemnity provided therefor to the extent of any loss, damage, cost or expense incurred by the Company, the Trustee and any agent in connection therewith. Upon the issuance of any new Security under this Section, the Company Company, the Paying Agent, or the Registrar may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteePaying Agent and Registrar and their respective counsels) connected therewith. In case any such lostSubject to the final sentence of the initial paragraph of this Section 2.07, destroyed or wrongfully-taken every replacement Security has become or is about to become due and payable, or is about to be purchased by shall constitute an original additional contractual obligation of the Company pursuant and any Guarantor and shall be entitled to any provision all of the benefits of this Indenture equally and proportionately with any and all other Securities of such that series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiesduly issued hereunder.
Appears in 1 contract
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver in exchange therefor a new Security of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be required by them to save each of them and any agent of either of them harmless, destroyed or wrongfully takenthen, then in the absence of written notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount and bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, the Company and the Trustee to protect the Companyin its discretion may, the Trustee or any Agent from any loss which any instead of them may suffer if issuing a Security is replacednew Security, pay such Security. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Octel Developments PLC)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilated, lost, destroyed or wrongfully taken, then the Company shall, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee Trustee, upon receipt of a Company Order therefor, shall authenticate a replacement Security if upon surrender to the Trustee's requirements are metTrustee of the mutilated Security, or upon delivery to the Trustee of evidence of the loss, destruction or theft of the Security satisfactory to the Trustee and the Company. If requiredIn the case of a lost, destroyed or wrongfully taken Security, the Trustee or the Company may require the Holder of such Holder shall furnish Security to deliver, prior to the issuance and authentication of a replacement Security, an indemnity bond sufficient in that is reasonably satisfactory to the judgment of Trustee and the Company to indemnify and the Trustee to protect hold harmless the Company, the Trustee and any Registrar, Paying Agent, Conversion Agent or any Agent co-Registrar (if different than the Trustee) from any loss which that any of them may suffer if a such Security is replaced. Upon The Company and the issuance of any new Security under this Section, the Company Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other such Holder for their expenses (including the fees and expenses of the Trusteetaxes or governmental charges incurred) connected therewithin replacing a Security. In case any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payablepayable (whether at maturity, upon Redemption, on an Option Purchase Date with respect to a Purchase at Holder's Option or is about on a Fundamental Change Repurchase Date with respect to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Companya Repurchase Upon Fundamental Change), the Company in its discretion may, instead of issuing a new Security, pay or purchase such SecuritySecurity when due. The provisions Every replacement Security is an additional obligation of this Section, the Company only as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiesprovided in SECTION 2.08.
Appears in 1 contract
Samples: Toreador Resources Corp
Replacement Securities. If a any mutilated Security is surrendered to the Company, the Registrar or if the Holder Trustee, or the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the Registrar and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company Company, the Registrar or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and the upon its written request that Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee or the Registrar) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.7 in lieu of any provision destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Sterling Software Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice taken or if such Security is mutilated and is surrendered to the Company or the Trustee that such Security has been acquired by a bona fide purchaserRegistrar, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's and the Company's requirements (as shall have been previously communicated to the Trustee in a written letter of standing instruction) are met. If required, such Holder shall furnish an An indemnity bond must be sufficient in the judgment of the Company Trustee, the Registrar and the Trustee Company to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge for its expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Company pursuant to any provision Article III hereof or converted into shares of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyOrdinary Shares pursuant to Article V hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase convert such Security, as the case may be. Every replacement Security is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Gilat Satellite Networks LTD
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met, unless either the Company or the Trustee has received actual notice that the Security to be replaced is held by a bona fide purchaser. If required, such Holder shall furnish Either the Trustee or the Company may require that an indemnity bond be provided before the issuance of a replacement of a lost Security; such bond must be sufficient in the judgment of both the Company and the Trustee to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a such Security is replaced. Upon The Trustee shall not be required to bear the issuance cost of any new Security under this Section, indemnity bond. The Company or Trustee may charge the Company may require the payment of a sum sufficient to cover Holder for any tax or other governmental charge that which may be imposed in relation thereto and for any other expenses (including the fees and expenses in replacing a Security. Every replacement Security is an additional obligation of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about Company and shall be entitled to become due and payable, or is about to be purchased by the Company pursuant to any provision all of the benefits of this Indenture equally and proportionately with all other Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securityduly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Company or if the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute in exchange for any such mutilated Security of any series or in lieu of any such destroyed, lost or stolen Security of any series, a new Security of the same series and of like tenor and principal amount, bearing a number not contemporaneously outstanding, and the Trustee shall authenticate a replacement and make such new Security if the Trustee's requirements are metavailable for delivery. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.08, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.08 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Penelec Capital Trust)
Replacement Securities. If a defaced or mutilated Security of any series is surrendered to the Registrar Trustee or if the a Holder of a Security claims that the its Security of any series has been lost, destroyed or wrongfully taken, then in the absence of notice Company and the Guarantor shall, subject to the Company or the Trustee that such Security has been acquired by a bona fide purchaserfurther provisions of this Section 2.8, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are metof such series and tenor and principal amount bearing a number not contemporaneously outstanding. If required, The Company may charge such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover for any tax or other governmental charge that may be imposed as a result of or in relation thereto connection with replacing a Security and any other for its expenses (including and the fees and expenses of the TrusteeTrustee (including without limitation attorneys' fees and expenses) connected therewithin replacing a Security. In case any such mutilated, defaced, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, may pay such Security instead of issuing a new Security in replacement thereof. If required by the Trustee or the Company, (i) an indemnity bond must be furnished that is sufficient in the judgment of both the Trustee and the Company to protect the Company, the Trustee and any Agent from any loss that any of them may suffer if a Security is replaced or paid as provided in this Section 2.8 and (ii) in the case of a lost, destroyed or wrongfully taken Security, pay evidence must be furnished to the satisfaction of both the Trustee and the Company of the loss, destruction or purchase wrongful taking of such Security. The Notwithstanding the foregoing, the Company and the Trustee shall have no obligation to replace or pay a Security pursuant to this Section 2.8 if either the Company or the Trustee has notice that such Security has been acquired by a bona fide purchaser. Every replacement Security is an additional obligation of the Company and shall be entitled to the benefits of this Indenture. To the extent permitted by law, the foregoing provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-wrongfully taken Securities.
Appears in 1 contract
Samples: Promus Hotel Corp
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, or if the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Health Management Associates Inc
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver in exchange therefor a new Security of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be reasonably required by them to save each of them and any agent of either of them harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its request the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Secu- rity, a replacement new Security if the Trustee's requirements are met. If requiredof like tenor and principal amount, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company having endorsed thereon and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if bearing a Security is replacednumber not contemporaneously outstanding. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security issued pursuant to this Section in lieu of any such lostdestroyed, destroyed lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by shall constitute an original additional contractual obligation of the Company pursuant whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any provision of the and all other Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securityduly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Navistar Financial Corp
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder holder of a Security claims that the its Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's and the Company's requirements are met. If requiredAs a condition of receiving a replacement Security, such Holder shall furnish the holder of a Security must provide a certificate of loss and an indemnity and/or an indemnity bond sufficient sufficient, in the judgment of both the Company and the Trustee Trustee, to fully protect the Company, the Trustee or Trustee, any Agent and any authenticating agent from any loss loss, liability, cost or expense which any of them may suffer or incur if a the Security is replaced. The Company and the Trustee may charge the relevant holder for their expenses in replacing any Security. The Trustee or any authenticating agent may authenticate any such substituted Security, and deliver the same upon the receipt of such security or indemnity as the Trustee and the Company may require. Upon the issuance of any new Security under this Sectionsubstituted Security, the Company and the Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security which has become matured or is about to become due and payablemature, or has been called for redemption pursuant to Article 3, submitted for repurchase pursuant to Sections 3.08 or 3.14 or is about to be purchased by the Company converted into Common Stock pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder Article 11, shall become mutilated or the Companybe destroyed, lost or stolen, the Company in its discretion may, instead of issuing a new substitute Security, pay or purchase such authorize the payment of or convert or authorize the conversion of the same (without surrender thereof except in the case of a mutilated Security. The provisions of this Section), as amended the case may be, if the applicant for such payment or supplemented pursuant conversion shall furnish to the Company, to the Trustee and, if applicable, to the Paying Agent or Conversion Agent such security or indemnity as may be required by the Company or the Trustee to save each of them harmless for any loss, liability, cost or expense caused by or connected with such substitution, and, in case of destruction, loss or theft, evidence satisfactory to the Company, the Trustee and, if applicable, the Paying Agent or Conversion Agent of the destruction, loss or theft of such Security and of the ownership thereof. Every replacement Security is an additional obligation of the Company and shall be entitled to all the benefits provided under this Indenture equally and proportionately with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights Securities duly issued, authenticated and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiesdelivered hereunder.
Appears in 1 contract
Samples: Western Wireless Corp
Replacement Securities. If a (i) any mutilated Security is surrendered to the Registrar Trustee, or if (ii) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and execute and, upon its written request, the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amouxx, xxaring a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be repurchased or redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay, repurchase or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may may, as a condition to such issuance, require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated destroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Austin Funding Com Corp
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilated, lost, destroyed or wrongfully taken, then the Company shall, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee Trustee, upon receipt of a Company Order therefor, shall authenticate a replacement Security if upon surrender to the Trustee's requirements are metTrustee of the mutilated Security, or upon delivery to the Trustee of evidence of the loss, destruction or theft of the Security satisfactory to the Trustee and the Company. If requiredIn the case of a lost, destroyed or wrongfully taken Security, the Trustee or the Company may require the Holder of such Holder shall furnish Security to deliver, prior to the issuance and authentication of a replacement Security, an indemnity bond sufficient in that is reasonably satisfactory to the judgment of Trustee and the Company to indemnify and the Trustee to protect hold harmless the Company, the Trustee and any Registrar, Paying Agent, Conversion Agent or any Agent co-Registrar (if different than the Trustee) from any loss which that any of them may suffer if a such Security is replaced. Upon The Company and the issuance of any new Security under this Section, the Company Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other such Holder for their expenses (including the fees and expenses of the Trusteetaxes or governmental charges incurred) connected therewithin replacing a Security. In case any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payablepayable (whether at maturity, upon Redemption, on an Option Purchase Date with respect to a Purchase at Holder’s Option or is about on a Fundamental Change Repurchase Date with respect to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Companya Repurchase Upon Fundamental Change), the Company in its discretion may, instead of issuing a new Security, pay or purchase such SecuritySecurity when due. The provisions Every replacement Security is an additional obligation of this Section, the Company only as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiesprovided in Section 2.08.
Appears in 1 contract
Samples: Indenture (Toreador Resources Corp)
Replacement Securities. If a (a) any mutilated Security is ---------------------- surrendered to the Registrar Company or if the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its ---- ---- written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Company or if the Holder Trustee, or the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a number not contemporaneously outstanding. If requiredIn any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Company and the Trustee pursuant to protect the CompanyArticle 3, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them redeem such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If requiredrequired by the Trustee or the Company, such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge such Holder for its reasonable, out-of-pocket expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay or purchase such Security, upon satisfaction of the conditions set forth in the preceding paragraph. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Oak Industries Inc
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredXx xase any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Bergen Brunswig Corp)
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder of a Security claims that the Security has been mutilated, lost, destroyed or wrongfully taken, then the Company shall, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee Trustee, upon receipt of a Company Order therefor, shall authenticate a replacement Security if upon surrender to the Trustee's requirements are metTrustee of the mutilated Security, or upon delivery to the Trustee of evidence of the loss, destruction or theft of the Security satisfactory to the Trustee and the Company. If requiredIn the case of a lost, destroyed or wrongfully taken Security, the Trustee or the Company may require the Holder of such Holder shall furnish Security to deliver, prior to the issuance and authentication of a replacement Security, an indemnity bond sufficient in that is reasonably satisfactory to the judgment of Trustee and the Company to indemnify and the Trustee to protect hold harmless the Company, the Trustee or and any Security Agent from any loss which any of them may suffer if a such Security is replaced. Upon The Company and the issuance of any new Security under this Section, the Company Trustee may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other such Holder for their respective expenses (including the fees and expenses of the Trusteetaxes or governmental charges incurred) connected therewithin replacing a Security. In case any such mutilated, lost, destroyed or wrongfully-wrongfully taken Security has become or is about to become due and payablepayable (whether at maturity, upon Redemption, on an Option Repurchase Date with respect to a Repurchase at Holder’s Option or is about on a Fundamental Change Repurchase Date with respect to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Companya Repurchase Upon Fundamental Change), the Company in its discretion may, instead of issuing a new Security, pay or purchase such SecuritySecurity when due. The provisions Every replacement Security is an additional obligation of this Section, the Company only as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lost, destroyed or wrongfully-taken Securitiesprovided in Section 2.08.
Appears in 1 contract
Samples: Midway Games Inc
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security (bearing a number not contemporaneously outstanding) if the Trustee's ’s requirements are met. If required, such Such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge such Holder for its reasonable, out-of-pocket expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion discretion, may, instead of issuing a new Security, pay or purchase such Security, upon satisfaction of the conditions set forth in the preceding paragraph. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice taken or if such Security is mutilated and is surrendered to the Company or the Trustee that such Security has been acquired by a bona fide purchaserRegistrar, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's and the Company's requirements (as shall have been previously communicated to the Trustee in a written letter of standing instruction) are met. If required, such Holder shall furnish an An indemnity bond must be sufficient in the judgment of the Company Trustee, the Registrar and the Trustee Company to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge for its expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Company pursuant to any provision Article III hereof or converted into shares of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyCommon Stock pursuant to Article V hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase convert such Security, as the case may be. Every replacement Security is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Young & Rubicam Inc)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserprotected purchaser within the meaning of Article 8 of the Uniform Commercial Code as in effect from time to time in the State of New York (a "Protected Purchaser"), the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Franklin Resources Inc)
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver in exchange therefor a new Security of like tenor, principal amount and Series and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be reasonably required by them to save each of them and any agent of either of them harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its request the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are met. If requiredof like tenor and principal amount and Series, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company having endorsed thereon and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if bearing a Security is replacednumber not contemporaneously outstanding. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security issued pursuant to this Section in lieu of any such lostdestroyed, destroyed lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by shall constitute an original additional contractual obligation of the Company pursuant whether or not the destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all the benefits of this Indenture equally and proportionately with any provision and all other Securities of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Securitysame Series duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Aes Corporation
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a certificate number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.07, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.07 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Ocwen Financial Corp
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, or if the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserprotected purchaser (within the meaning of Section 8-303 of the Uniform Commercial Code), the Company shall issue execute, and upon the Company's written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn xxxx xny such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Medicis Pharmaceutical Corp
Replacement Securities. If a (a) any mutilated Security security is surrendered to the Company, a Registrar or if the Holder Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and, in either case, there is delivered to the Company, the Registrar and the Trustee such security or indemnity as shall be reasonably required by them to save each of them harmless, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide or protected purchaser, the Company shall issue issue, and the Trustee shall authenticate shall, upon receipt of a replacement Security if the Trustee's requirements are met. If required, such Holder shall furnish an indemnity bond sufficient in the judgment of Company Order (which the Company agrees to deliver promptly), authenticate and the Trustee to protect the Companydeliver, the Trustee in exchange for any such mutilated Security or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance in lieu of any such destroyed, lost or stolen Security, a new Security under this Sectionof like tenor and principal amount, the Company may require the payment of bearing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithnumber not contemporaneously outstanding. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be or purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyArticle 5, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase such Security, as the case may be, in accordance herewith. Upon the issuance of any new Securities under this Section 2.7, the Company may require the payment of a sum sufficient to cover any tax, assessment or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Trustee or the Registrar) in connection therewith. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and proportionately with any and all other Securities duly issued and outstanding hereunder. The provisions of this Section, as amended or supplemented pursuant Section 2.7 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Cheniere Energy Inc)
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, the Company shall execute and the Trustee shall authenticate and deliver, in exchange for such mutilated Security, a new Security of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. If there shall be delivered to the Company and the Trustee (i) evidence to their satisfaction of the destruction, loss or if the Holder theft of a any Security claims that the Security has been lostand (ii) such security or indemnity as may be required by them to save each of them and any agent of any of them harmless, destroyed or wrongfully takenthen, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and the Trustee shall authenticate and deliver, in lieu of any such destroyed, lost or stolen Security, a replacement new Security of the same series and of like tenor and principal amount and bearing a number not contemporaneously outstanding. In case any such mutilated, destroyed, lost or stolen Security has become or is about to become due and payable, the Company in its discretion may, instead of issuing a new Security, pay such Security (without surrender thereof except in the case of a mutilated Security) if the Trustee's requirements are met. If required, applicant for such Holder payment shall furnish an indemnity bond sufficient in the judgment of to the Company and the Trustee such security or indemnity as may be required by them to protect the Company, the Trustee or save each of them and any Agent from any loss which agent of any of them may suffer if a harmless, and in the case of destruction, loss or theft, evidence satisfactory to the Company and the Trustee and any agent of them of the destruction, loss or theft of such Security is replacedand the ownership thereof. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case Every new Security of any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company series issued pursuant to this Section in lieu of any provision destroyed, lost or stolen Security or in exchange for any mutilated Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maymutilated, instead of issuing a new destroyed, lost or stolen Security, pay or purchase and any such Securitynew Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities of that series duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all any other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a mutilated Security is surrendered to the Registrar or if the Holder holder of a Security claims that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice taken or if such Security is mutilated and is surrendered to the Company or the Trustee that such Security has been acquired by a bona fide purchaserRegistrar, the Company shall issue and the Trustee shall authenticate a replacement Security if the Trustee's and the Company's requirements (as shall have been previously communicated to the Trustee in a written letter of standing instruction) are met. If requiredrequired by the Trustee, such Holder shall furnish the Registrar or the Company, an indemnity bond must be sufficient in the judgment of each of the Company and the Trustee foregoing to protect the Company, the Trustee Trustee, any Agent or any Agent authenticating agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of charge for its expenses in replacing a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithSecurity. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Company pursuant to any provision Article III hereof or converted into shares of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyCommon Stock pursuant to Article V hereof, the Company in its discretion may, instead of issuing a new Security, pay pay, redeem or purchase convert such Security, as the case may be. Every replacement Security is an additional obligation of the Company and shall be entitled to all of the benefits of this Indenture equally and proportionately with all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.07 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Benchmark Electronics Inc
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserprotected purchaser (as defined in Article 8 of the Uniform Commercial Code), the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount at Maturity, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Supervalu Inc)
Replacement Securities. If a mutilated Security is surrendered to the Registrar Trustee or if the Holder of a Security claims and submits an affidavit or other evidence, satisfactory to the Trustee, to the Trustee to the effect that the Security has been lost, destroyed or wrongfully taken, then in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue and the Trustee shall authenticate a replacement Security (bearing a number not contemporaneously outstanding) if the Trustee's ’s requirements are met. If required, such Such Holder shall furnish must provide an indemnity bond or other indemnity, sufficient in the judgment of both the Company and the Trustee Trustee, to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the The Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other such Holder for its reasonable, out-of-pocket expenses (including the any fees and expenses of the Trustee) connected therewithTrustee in replacing a Security). In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, the Company in its discretion discretion, may, instead of issuing a new Security, pay or purchase such Security, upon satisfaction of the conditions set forth in the preceding paragraph. Every new Security issued pursuant to this Section 2.7 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company, whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and such new Security shall be entitled to all the benefits of this Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies of any Holder with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Trustee, or if (b) the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are met. If requiredof like tenor and Principal Xxxxxx, such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if bearing a Security is replacednumber not contemporaneously outstanding. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Netease Com Inc
Replacement Securities. If a any mutilated Security is surrendered to the Company, a Registrar or if the Holder Trustee, or the Company, a Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the applicable Registrar and the Trustee such security or indemnity as may be reasonably required by them, then, in the absence of notice to the Company Company, such Registrar or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon receipt of a Company Order the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Xxxxxx, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed or purchased by the Company and upon a Change in Control pursuant to Article 3 or purchased by the Trustee Company on a Repurchase Date pursuant to protect the CompanyArticle 13, the Trustee Company in its discretion may, instead of issuing a new Security, pay, redeem or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other reasonable expenses (including the reasonable fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Security has become or is about to become due and payable, or is about to be purchased by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder Trustee or the Company, the Company Registrar) in its discretion may, instead of issuing a new Security, pay or purchase such Securityconnection therewith. The provisions of this Section, as amended or supplemented pursuant Section 2.7 are (to this Indenture with respect to particular Securities or generally, shall be the extent lawful) exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Alza Corp
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Company or if the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute, and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not cxxxxxxoraneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion, but subject to any conversion rights, may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected in connection therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Stmicroelectronics Nv)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Registrar Company or if the Holder Trustee, or (b) the Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute in exchange for any such mutilated Security of any series or in lieu of any such destroyed, lost or stolen Security of any series, a new Security of the same series and of like tenor and principal amount, bearing a number not contemporaneously outstanding, and the Trustee shall authenticate a replacement Security if the Trustee's requirements are met. If required, and make such Holder shall furnish an indemnity bond sufficient in the judgment of the Company and the Trustee to protect the Company, the Trustee or any Agent from any loss which any of them may suffer if a Security is replaced. Upon the issuance of any new Security under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewithavailable for delivery. In case any such lostmutilated, destroyed destroyed, lost or wrongfully-taken stolen Security has become or is about to become due and payable, or is about to be purchased redeemed by the Company pursuant to any provision of the Securities of such series providing for the purchase thereof at the option of the Holder or the CompanyArticle 3 hereof, the Company in its discretion may, instead of issuing a new Security, pay or purchase such Security, as the case may be. Every new Security issued pursuant to this Section 2.09 in lieu of any mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Company whether or not the mutilated, destroyed, lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of this Indenture equally and ratably with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.09 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Metropolitan Edison Co)
Replacement Securities. If a (a) any mutilated Security is surrendered to the Company, the Registrar or if the Holder Trustee, or (b) the Company, the Registrar and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the Registrar and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company Company, the Registrar or the Trustee that such Security has been acquired by a bona fide purchaser, the Company shall issue execute and upon its written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and principal amount, bearing a certificate number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be redeemed by the Company and pursuant to Article III or purchased by the Trustee Company pursuant to protect the CompanyArticle IV or Article V, the Trustee Company in its discretion may, instead of issuing a new Security, pay, redeem or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this SectionSection 2.7, the Company may require the payment of a sum sufficient to cover any tax tax, assessment or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the TrusteeTrustee or the Registrar) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section 2.7 in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section 2.7 are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Indenture (Komag Inc /De/)
Replacement Securities. If a any mutilated Security is surrendered to the Registrar Trustee, or if the Holder Company and the Trustee receive evidence to their satisfaction of a Security claims that the Security has been lostdestruction, destroyed loss or wrongfully takentheft of any Security, then and there is delivered to the Company, the Guarantors and the Trustee such security or indemnity as may be required by them to save each of them harmless, then, in the absence of notice to the Company or the Trustee that such Security has been acquired by a bona fide purchaserprotected purchaser (within the meaning of Section 8-303 of the Uniform Commercial Code), the Company shall issue execute, and upon the Company's written request the Trustee shall authenticate and deliver, in exchange for any such mutilated Security or in lieu of any such destroyed, lost or stolen Security, a replacement new Security if the Trustee's requirements are metof like tenor and Principal Amount, bearing a number not contemporaneously outstanding. If requiredIn case any such mutilated, such Holder shall furnish an indemnity bond sufficient in the judgment of destroyed, lost or stolen Security has become or is about to become due and payable, or is about to be purchased by the Company and the Trustee pursuant to protect the CompanyArticle 3 hereof, the Trustee Company in its discretion may, instead of issuing a new Security, pay or any Agent from any loss which any of them purchase such Security, as the case may suffer if a Security is replacedbe. Upon the issuance of any new Security Securities under this Section, the Company may require the payment of a sum sufficient to cover any tax or other governmental charge that may be imposed in relation thereto and any other expenses (including the fees and expenses of the Trustee) connected therewith. In case any such lost, destroyed or wrongfully-taken Every new Security has become or is about to become due and payable, or is about to be purchased by the Company issued pursuant to this Section in lieu of any provision mutilated, destroyed, lost or stolen Security shall constitute an original additional contractual obligation of the Securities of such series providing for the purchase thereof at the option of the Holder or the Company, whether or not the Company in its discretion maydestroyed, instead lost or stolen Security shall be at any time enforceable by anyone, and shall be entitled to all benefits of issuing a new Security, pay or purchase such Securitythis Indenture equally and proportionately with any and all other Securities duly issued hereunder. The provisions of this Section, as amended or supplemented pursuant to this Indenture with respect to particular Securities or generally, shall be Section are exclusive and shall preclude (to the extent lawful) all other rights and remedies with respect to the replacement or payment of mutilated, lostdestroyed, destroyed lost or wrongfully-taken stolen Securities.
Appears in 1 contract
Samples: Grey Wolf Inc