Common use of Satisfaction and Discharge of Notes Clause in Contracts

Satisfaction and Discharge of Notes. Any Note or Notes, or any portion of the principal amount thereof, shall be deemed to have been paid for all purposes of this Indenture, and the entire indebtedness of the Company in respect thereof shall be deemed to have been satisfied and discharged, if there shall have been irrevocably deposited with the Trustee or any Paying Agent (other than the Company), in trust: (a) money in an amount which shall be sufficient, or (b) in the case of a deposit made prior to the Maturity of such Notes or portions thereof, Eligible Obligations, which shall not contain provisions permitting the redemption or other prepayment thereof at the option of the issuer thereof, the principal of and the interest on which when due, without any regard to reinvestment thereof, will provide moneys which, together with the money, if any, deposited with or held by the Trustee or such Paying Agent, shall be sufficient, or (c) a combination of (a) or (b) which shall be sufficient, to pay when due the principal of and premium, if any, and interest, if any, due and to become due on such Notes or portions thereof on or prior to Maturity, provided, however, that in the case of the provision for payment or redemption of less than all the Notes of any series or Tranche, such Notes or portions thereof shall have been selected by the Trustee as provided herein and, in the case of a redemption, the notice requisite to the validity of such redemption shall have been given or irrevocable authority shall have been given by the Company to the Trustee to give such notice, under arrangements satisfactory to the Trustee; and provided, further, that the Company shall have delivered to the Trustee and such Paying Agent:

Satisfaction and Discharge of Notes. Any Note (a) The Notes shall, on or Notes, or any portion prior to the Interest Payment Date with respect to the repayment of the principal amount thereof, shall be deemed to have been paid for all purposes of this Indenture, and the entire indebtedness of the Company Issuer in respect thereof of this Indenture and the Notes shall be deemed to have been satisfied and discharged, if there upon satisfaction of the following conditions: (i) the Issuer shall have been irrevocably deposited or caused to be deposited with the Trustee or any Paying Agent (other than the Company)Trustee, in trust: (a) , money in an amount which shall be sufficient, or (b) in the case of a deposit made prior to the Maturity of such Notes or portions thereof, Eligible Obligations, which shall not contain provisions permitting the redemption or other prepayment thereof at the option of the issuer thereof, the principal of and the interest on which when due, without any regard to reinvestment thereof, will provide moneys which, together with the money, if any, deposited with or held by the Trustee or such Paying Agent, shall be sufficient, or (c) a combination of (a) or (b) which shall be sufficient, sufficient to pay when due the principal of and premium, if any, and interest, if any, interest due and to become due on such the Notes or portions thereof on or prior to Maturity, provided, however, that in the case Interest Payment Date with respect to the repayment of the provision for payment principal thereof or redemption upon redemption; (ii) if any such deposit of less than all the Notes of any series or Tranche, such Notes or portions thereof money shall have been selected by made prior to the Trustee Interest Payment Date with respect to the repayment of principal or the Early Tax Redemption Date of such Notes, as provided herein and, in the case of a redemptionmay be, the notice requisite to the validity of such redemption shall have been given or irrevocable authority shall have been given by the Company to the Trustee to give such notice, under arrangements satisfactory to the Trustee; and provided, further, that the Company Issuer shall have delivered to the Trustee an Issuer Order stating that such money shall be held by the Trustee, in trust; (iii) in the case of redemption of Notes, the Issuer Order with respect to such redemption pursuant to Article IV shall have been given to the Trustee; and (iv) there shall have been delivered to the Trustee an Opinion of Counsel to the effect that such satisfaction and discharge of the indebtedness of the Issuer with respect to the Notes shall not be deemed to be, or result in, a taxable event with respect to the Noteholders for purposes of United States federal income taxation unless the Trustee shall have received documentary evidence that each Noteholder either is not subject to, or is exempt from, United States federal income taxation. (b) Upon satisfaction of the aforesaid conditions with respect to the Notes, the Trustee shall, upon receipt of an Issuer Order, execute proper instruments acknowledging satisfaction and discharge of the Notes. (c) In the event that Notes which shall be deemed to have been paid as provided in this Section 12.1 do not mature and are not to be redeemed within the 60-day period commencing on the date of the deposit with the Trustee of moneys, the Issuer shall, as promptly as practicable, give a notice, in the same manner as a notice of redemption with respect to such Paying Agent:Notes, to such Noteholders to the effect that such Notes are deemed to have been paid and the circumstances thereof. (d) Notwithstanding the satisfaction and discharge of any Notes as aforesaid, the obligations of the Issuer and the Trustee in respect of such Notes under Sections 2.12, 2.13, 2.14 and 8.5 and this Article XII shall survive.

Satisfaction and Discharge of Notes. Any Note or Notes, or any portion of the principal amount thereof, (a) The Notes shall be deemed to have been paid for all purposes of this Indenture, and the entire indebtedness of the Company Issuer in respect thereof shall be deemed to have been satisfied and discharged, if there shall have been irrevocably deposited with upon satisfaction of the Trustee or any Paying Agent (other than the Company), in trustfollowing conditions: (ai) either the Issuer has given notice of redemption and all other conditions to redemption have been met and all amounts due and payable on the Notes shall have become due and payable or, subject to approval of the Central Bank, if required, shall become due and payable within one year; (ii) the Issuer has delivered irrevocable instructions to the Trustee under this Indenture to apply the deposit money toward the payment of principal of and interest on the Notes; and (iii) no Default or Event of Default shall have occurred and be continuing on the date of such deposit, and such deposit will not result in an amount a breach or violation of, or constitute a default under, any other instrument to which shall be sufficientthe Issuer is a party or by which the Issuer is bound, oror any Laws or regulations to which the Issuer is subject. (b) in Upon the case Trustee’s receipt of a deposit made prior an Officer’s Certificate and Opinion of Counsel confirming satisfaction of the aforesaid conditions with respect to the Maturity Notes, the Trustee shall, upon receipt of such Notes or portions thereofan Issuer Order, Eligible Obligations, which shall not contain provisions permitting the redemption or other prepayment thereof at the option execute instruments acknowledging satisfaction and discharge of the issuer thereof, the principal of and the interest on which when due, without any regard to reinvestment thereof, will provide moneys which, together with the money, if any, deposited with or held by the Trustee or such Paying Agent, shall be sufficient, orNotes. (c) a combination of (a) or (b) In the event that Notes which shall be sufficientdeemed to have been paid as provided in this Section 10.1 do not mature and are not to be redeemed within the 60-day period commencing on the date of the deposit with the Trustee of moneys, the Issuer shall, as promptly as practicable, give a notice, in accordance with Section 13.4, to pay when due the principal Noteholders (with a copy of such notice to Xxxxx’x and premium, if any, and interest, if any, due and Fitch) to become due on the effect that such Notes or portions thereof on or prior are deemed to Maturityhave been paid and the circumstances thereof. (d) Notwithstanding the satisfaction and discharge of any Notes as aforesaid, provided, however, that in the case obligations of the provision for payment or redemption Issuer and the Trustee in respect of less than all the Notes of any series or Tranche, such Notes or portions thereof under Sections 2.3, 2.12, 2.13, 2.14, 2.15, 2.16, 2.17, 2.18, 2.20, 2.21, 4.11, 6.5, 6.9 and 6.12 and this Article 10 shall have been selected by the Trustee as provided herein and, in the case of a redemption, the notice requisite to the validity of survive such redemption shall have been given or irrevocable authority shall have been given by the Company to the Trustee to give such notice, under arrangements satisfactory to the Trustee; satisfaction and provided, further, that the Company shall have delivered to the Trustee and such Paying Agent:discharge.