Common use of Securities to be Secured in Certain Events Clause in Contracts

Securities to be Secured in Certain Events. If, upon any such consolidation of the Company with or merger of the Company into any other corporation, or upon any conveyance, lease or transfer of the property of the Company as an entirety or substantially as an entirety to any other Person, any Principal Property of the Company or of any Subsidiary, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture without equally and ratably securing the Securities, the Company, prior to or simultaneously with such consolidation, merger, conveyance, lease or transfer, will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt which upon such consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation of the Company with or merger of the Company into any other corporation, or upon any conveyance, lease or transfer of the property Property of the Company as an entirety or substantially as an entirety to any other Person, any Principal Property of the Company or of any Restricted Subsidiary, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture without equally and ratably securing the Securities, the Company, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt which upon such consolidation, amalgamation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE.

Securities to be Secured in Certain Events. If, upon any such consolidation of the Company with with, or merger of the Company into into, any other corporation, or upon any conveyance, transfer or lease or transfer of the property of the Company as an entirety or substantially as an the entirety to any other Person, any Principal Property of the Company or of any SubsidiaryRestricted Securities owned immediately prior thereto, would thereupon become or be subject to any Lien, then unless such Lien could be created under the Indenture pursuant to Section 1006 without equally and ratably securing the Securities, the Company, Company prior to or simultaneously with such consolidation, merger, conveyance, lease or transfer, transaction will, as to such Principal PropertyProperty or Restricted Securities, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt Indebtedness of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt Indebtedness which upon such consolidation, merger, conveyance, transfer or lease or transfer is to become secured as to such Principal Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, that for the purpose of providing such equal and ratable security, security the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would which, at the time of making such effective provision of such equal and ratable security, would be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation of the Company with or merger of the Company into any other corporation, or upon any conveyance, lease or transfer of the property Property of the Company as an entirety or substantially as an entirety to any other Person, any Principal Property of the Company or of any Restricted Subsidiary, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture pursuant to Section 1009 without equally and ratably securing the Securities, the Company, prior to or simultaneously with such consolidation, amalgamation, merger, conveyance, lease or transfer, will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt which upon such consolidation, amalgamation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such consolidation of the Company with or merger of the Company into any other corporation, or upon any conveyance, lease or transfer of the property of the Company as an entirety or substantially as an entirety to any other Person, any Principal Property of the Company or of any Subsidiary, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture without equally and ratably securing the Securities, the Company, prior to or simultaneously simulta neously with such consolidation, merger, conveyance, lease or transfer, will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt which upon such consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall 56 be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE.

Securities to be Secured in Certain Events. If, upon any such consolidation of the Company or Parent with or merger of the Company or Parent into any other corporation, or upon any conveyance, lease or transfer of the property of the Company or Parent as an entirety or substantially as an entirety to any other Person, any Principal Property property or assets of the Company or Parent or of any Subsidiary, Restricted Subsidiary would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture pursuant to Section 1009 without equally and ratably securing the Securities, the CompanyParent, prior to or simultaneously with such consolidation, merger, conveyance, lease or transfer, will, as to such Principal Propertyproperty or assets, secure the Securities Outstanding hereunder (together with, if the Company Parent shall so determine, any other Debt of the Company Parent now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt which upon such consolidation, merger, conveyance, lease or transfer is to become secured as to such Principal Property property or assets by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE.

Securities to be Secured in Certain Events. If, upon any such consolidation or amalgamation of the Company or the Guarantor with or merger or arrangement of the Company or the Guarantor into any other corporationcorporation or partnership, or upon any conveyance, lease or transfer of the property all or substantially all of the Company as an entirety or substantially as an entirety to any other Person, any Principal Property properties and assets of the Company or the Guarantor to any Person in accordance with Section 8.1, any properties or assets of the Company or the Guarantor or any SubsidiarySubsidiary of the Company or the Guarantor owned immediately prior thereto, would thereupon become subject to any Lien, then then, unless such Lien could be created under the Indenture pursuant to Section 10.6 without equally and ratably securing the Securities, the Company, prior to or simultaneously with such consolidation, merger, conveyance, lease or transfer, will, as to such Principal Property, secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt indebtedness which upon such consolidation, amalgamation, merger, arrangement, conveyance, lease or transfer is to become secured as to such Principal Property by such Lien, the Company or the Guarantor, simultaneously with or prior to such consolidation, amalgamation, merger, arrangement, conveyance, lease or transfer, will cause such Securities to be so secured; provided provided, however, that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would would, at the time of making such effective provision provision, be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE.

Securities to be Secured in Certain Events. If, upon any such consolidation consolidation, amalgamation or statutory arrangement of the Company Corporation with or merger of the Company Corporation into any other corporationPerson, or upon any sale, conveyance, transfer or lease of all or transfer substantially all of the property properties and assets of the Company as an entirety or substantially as an entirety Corporation to any other Person, any Principal Property of the Company or property and assets of any Subsidiary, the Corporation would thereupon become subject to any LienSecurity Interest, then unless such Lien Security Interest could be created under the Indenture pursuant to Section 10.12 without equally and ratably securing the Securities, the Company, Corporation prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease transfer or transferlease, will, as to such Principal Property, will secure the Outstanding Securities Outstanding hereunder (together with, if the Company Corporation shall so determine, any other Debt Indebtedness of the Company Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt Indebtedness which upon such consolidation, amalgamation, merger, sale, conveyance, transfer or lease or transfer is to become secured as to such Principal Property by such LienSecurity Interest, or will cause such Securities to be so secured; provided PROVIDED that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.2 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE.

Securities to be Secured in Certain Events. If, upon any such amalgamation, consolidation or statutory arrangement of the Company Corporation with or merger of the Company Corporation into any other corporation, partnership or trust or upon any conveyance, lease or transfer of all or substantially all of the property of the Company as an entirety or substantially as an entirety Corporation to any other Person, any Principal Restricted Property of the Company Corporation or of a Restricted Subsidiary, or any SubsidiaryRestricted Securities owned by the Corporation immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture pursuant to Section 10.06 without equally and ratably securing the Securities, the CompanyCorporation, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, will, as to such Principal PropertyRestricted Property or Restricted Securities, secure or cause such Restricted Subsidiary to secure the Securities Outstanding hereunder (together with, if the Company Corporation shall so determine, any other Debt indebtedness of the Company Corporation now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt indebtedness which upon such consolidation, amalgamation, merger, statutory arrangement, conveyance, lease or transfer is to become secured as to such Principal Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 5.02 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE

Securities to be Secured in Certain Events. If, upon any such amalgamation, consolidation or statutory arrangement of the Company with or merger of the Company into any other corporation, or upon any conveyance, lease or transfer of all or substantially all of the property of the Company as an entirety or substantially as an entirety to any other Person, any Principal Restricted Property of the Company or of a Restricted Subsidiary, or any SubsidiaryRestricted Securities owned by the Company immediately prior thereto, would thereupon become subject to any Lien, then unless such Lien could be created under the Indenture pursuant to Section 1006 without equally and ratably securing the Securities, the Company, prior to or simultaneously with such consolidation, amalgamation, statutory arrangement, merger, conveyance, lease or transfer, will, as to such Principal PropertyRestricted Property or Restricted Securities, secure or cause such Restricted Subsidiary to secure the Securities Outstanding hereunder (together with, if the Company shall so determine, any other Debt indebtedness of the Company now existing or hereafter created which is not subordinate to the Securities) equally and ratably with (or prior to) the Debt indebtedness which upon such consolidation, amalgamation, merger, statutory arrangement, conveyance, lease or transfer is to become secured as to such Principal Restricted Property or Restricted Securities by such Lien, or will cause such Securities to be so secured; provided that, for the purpose of providing such equal and ratable security, the principal amount of Original Issue Discount Securities and Indexed Securities shall mean that amount which would at the time of making such effective provision be due and payable pursuant to Section 502 and the terms of such Original Issue Discount Securities and Indexed Securities upon a declaration of acceleration of the Maturity thereof, and the extent of such equal and ratable security shall be adjusted, to the extent permitted by law, as and when said amount changes over time pursuant to the terms of such Original Issue Discount Securities and Indexed Securities. ARTICLE NINE