Securities to be Secured in Certain Events. If, upon any consolidation or merger of the Company with or into any corporation, or upon the conveyance or transfer by the Company of its properties and assets substantially as an entirety in accordance with Section 8.01 hereof to any Person, any Principal Property owned by the Company or a Restricted Subsidiary immediately prior thereto would thereupon become subject to any mortgage, security interest, pledge, lien or encumbrance not permitted by Section 10.05, the Company will, prior to such consolidation, merger, conveyance or transfer, by indenture supplemental hereto, secure the due and punctual payment of the principal of (and premium, if any) and interest, if any, on the Outstanding Securities and coupons, if any, appertaining thereto (equally and ratably with any other indebtedness of the Company then entitled to be so secured) by a direct lien on such Principal Property, together with any other properties and assets of the Company or of any such Restricted Subsidiary, whichever shall be the owner of any such Principal Property, which would thereupon become subject to any such mortgage, security interest, pledge, lien or encumbrance, prior to all liens other than any theretofore existing thereon.
Appears in 3 contracts
Samples: Indenture (Maremont Exhaust Products, Inc.), Indenture (Rockwell Collins Inc), Indenture (Meritor Automotive Inc)
Securities to be Secured in Certain Events. If, upon any consolidation or merger of the Company with or into any corporationsuch consolidation, merger, or upon the conveyance any such sale, lease, exchange or transfer other disposition, or upon any acquisition by the Company Issuer by purchase or otherwise of its all or any part of the properties and assets substantially as an entirety in accordance with Section 8.01 hereof to of any Personother corporation, any Principal Property owned by the Company Issuer or a Restricted Subsidiary immediately prior thereto would thereupon become subject to any mortgage, security interest, pledge, lien or encumbrance encumbrance, not permitted by Section 10.053.6 hereof, the Company willIssuer, prior to such consolidation, merger, conveyance sale, lease, exchange or transferother disposition or acquisition, will by indenture supplemental hereto, hereto secure the due and punctual payment of the principal of (and premium, if any) and interest, if any, on the Outstanding Securities and coupons, if any, appertaining thereto then outstanding (equally and ratably ratably, or with such other relative priority specified in Section 3.6, with any other indebtedness of or guaranteed by the Company Issuer then entitled to be so securedthereto) by a direct lien on such Principal Property, together with any other properties and assets of the Company Issuer or of any such Restricted Subsidiary, whichever shall be the owner of any such Principal Property, which would thereupon become subject to any such mortgage, security interest, pledge, lien or encumbrance, prior to all liens other than any theretofore existing thereon.
Appears in 2 contracts
Samples: Senior Indenture (Seagull Energy Corp), Senior Indenture (Seagull Energy Corp)
Securities to be Secured in Certain Events. If, upon any consolidation or merger of the Company with or into any corporationPerson, or upon the conveyance or transfer by the Company of its properties and assets substantially as an entirety in accordance with Section 8.01 hereof to any Person, any Principal Property owned by the Company or a Restricted Subsidiary immediately prior thereto would thereupon become subject to any mortgage, security interest, pledge, lien or encumbrance not permitted by Section 10.05, the Company will, prior to such consolidation, merger, conveyance or transfer, by indenture supplemental hereto, secure the due and punctual payment of the principal of (and premium, if any) and interest, if any, on the Outstanding Securities and coupons, if any, appertaining thereto (equally and ratably with any other indebtedness of the Company then entitled to be so secured) by a direct lien on such Principal Property, together with any other properties and assets of the Company or of any such Restricted Subsidiary, whichever shall be the owner of any such Principal Property, which would thereupon become subject to any such mortgage, security interest, pledge, lien or encumbrance, prior to all liens other than any theretofore existing thereon.
Appears in 2 contracts
Samples: Indenture (Meritor, Inc. (Nev)), Indenture (Meritor Electric Vehicles, LLC)
Securities to be Secured in Certain Events. If, upon any consolidation or merger of the Company Borrower with or into any corporation, or upon the conveyance or transfer by the Company Borrower of its properties and assets substantially as an entirety in accordance with Section 8.01 7.2(A) hereof to any Person, any Principal Property owned by the Company Borrower or a Restricted Subsidiary immediately prior thereto would thereupon become subject to any mortgage, security interest, pledge, lien or encumbrance not permitted by Section 10.057.2(B), the Company Borrower will, prior to such consolidation, merger, conveyance or transfer, by indenture supplemental heretoan instrument in form and substance satisfactory to the Administrative Agent, secure the due and punctual payment of the principal of (and premium, if any) and interest, if any, on the Outstanding Securities and coupons, if any, appertaining thereto Obligations (equally and ratably with any other indebtedness Indebtedness of the Company Borrower then entitled to be so secured) by a direct lien on such Principal Property, together with any other properties and assets of the Company Borrower or of any such Restricted Subsidiary, whichever shall be the owner of any such Principal Property, which would thereupon become subject to any such mortgage, security interest, pledge, lien or encumbrance, prior to all liens other than any theretofore existing thereon.
Appears in 1 contract
Samples: Credit Agreement (Arvinmeritor Inc)
Securities to be Secured in Certain Events. If, upon any consolidation or merger of the Company with or into any corporation, or upon the conveyance or transfer by the Company of its properties and assets substantially as an entirety in accordance with Section 8.01 hereof to any Person, any Principal Property owned by the Company or a Restricted Subsidiary immediately prior thereto would thereupon become subject to any mortgage, security interest, pledge, lien or encumbrance not permitted by Section 10.05, the Company will, prior to such consolidation, merger, conveyance or transfer, by indenture supplemental hereto, secure the due and punctual payment of the principal of (and premium, if any) and interest, if any, on the Outstanding Securities and coupons, if any, appertaining thereto (equally and ratably with any other indebtedness of the Company then entitled to be so secured) by a direct lien on such Principal Property, together with any other properties and assets of the Company or of any such Restricted Subsidiary, whichever shall be the owner of any such Principal Property, which would thereupon become subject to any such mortgage, security interest, pledge, lien or encumbrance, prior to all liens other than any theretofore existing thereon.
Appears in 1 contract