Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 6 contracts
Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be so redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes or portions thereof to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, or (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in partappropriate, and if Notes are redeemed or purchased in partsubject to The Depository Trust Company, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphEuroclear and/or Clearstream procedures as applicable. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of US$200,000 or $2,000 and integral multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a $2,000 or an integral multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note representing the same Indebtedness to the extent not redeemed shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 6 contracts
Samples: Indenture (Tesla, Inc.), Indenture, Indenture (Micron Technology Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased at any timeby the Company, the Trustee, on behalf of the Paying Agent Company, shall select the outstanding Notes to be redeemed or purchased by the Registrar will select Notes for redemption or purchase (i) Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities such an exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, on behalf of the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotCompany, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from shall select the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to deliver notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be delivered, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, even if not a multiple the Trustee shall, on behalf of US$the Company, select on or prior to the purchase date for such Offer the Notes to be purchased. The Trustee shall select for redemption or purchase Notes or portions of Notes in integral multiples of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.
Appears in 5 contracts
Samples: Indenture (Gray Television Inc), Indenture (Gray Television Inc), Indenture (E.W. SCRIPPS Co)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.9, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are in global form, on a pro rata basis or such similar method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination or of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 15 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Company shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 5 contracts
Samples: Indenture (Builders FirstSource, Inc.), Indenture (Builders FirstSource, Inc.), Indenture (W R Grace & Co)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonablebasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the any Definitive Notes selected for redemption or purchase and, in the case of any such Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 5 contracts
Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Resorts & Entertainment LTD), Indenture (Melco Resorts & Entertainment LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) on a pro rata basis among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)listed, in either case, unless otherwise required by law or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphdepositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or purchasedelivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption, so long as the Company has deposited with the Paying Agent funds sufficient to pay the principal of, plus accrued and unpaid interest and premium, if any, on, the Notes to be redeemed.
Appears in 5 contracts
Samples: Indenture (Clearway Energy LLC), Indenture (Clearway Energy, Inc.), Indenture (Clearway Energy LLC)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.07 hereof or purchased at any timein an a Change of Control Offer pursuant to Section 3.06 hereof, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are Global Notes, pursuant to the applicable rules of DTC and (b) if the Notes are Definitive Notes, on a pro rata basis or as required by the rules of the depositary except:
(a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed;
(iiib) if there are no such requirements of such exchange or to the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, extent that selection on a pro rata basis is not practicable, by lot or as required by such other method the Trustee deems fair and reasonablerules of DTC; or
(c) if otherwise required by law. No Notes of a principal amount of US$200,000 $2,000 or less may can be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 4 contracts
Samples: Indenture (Cleveland-Cliffs Inc.), Indenture (Cleveland-Cliffs Inc.), Indenture (Cleveland-Cliffs Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer Except with respect to purchases described in Section 3.07(g), if less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, Trustee shall select the Paying Agent Notes to be redeemed or the Registrar will select Notes for redemption or purchase purchased (i) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii) on a pro rata basis or (iii) to the extent that selection on a pro rata basis is not practicable by lot or such other similar method in accordance with the applicable procedures of Applicable Procedures to the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphextent applicable. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor (except in the event the Redemption Date is delayed as a result of any condition precedent to the occurrence thereof not being satisfied or waived by the Company in accordance with Section 3.07(e)) more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less can be redeemed or purchased in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.
Appears in 4 contracts
Samples: Indenture (LPL Financial Holdings Inc.), Indenture (LPL Financial Holdings Inc.), Indenture (LPL Financial Holdings Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed (other than pursuant to Section 3.09 hereof) or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase as follows:
(ia) if the Notes are listed on any internationally recognized securities exchange, in compliance with the requirements of the principal national internationally recognized securities exchange on which the Notes are listed; or
(b) if the Notes are not listed on any internationally recognized securities exchange, if anyon a pro rata basis, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method or, in the case of Notes issued in global form, in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereofof US$200,000; except provided, however, that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if less than $200,000 or not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 4 contracts
Samples: Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD), Indenture (Wynn Resorts LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, subject to the Paying Agent Depositary’s standard procedures, or the Registrar Depository, as applicable, will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased appropriate, in parteach case, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the TrusteeDepositary, the Paying Agent unless otherwise required by law or the Registrar will be liable for any selections made under this paragraphapplicable securities exchange or depositary requirements. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor but not more than 60 days prior to the redemption or purchase date by the Registrar Paying Agent or the Depository, as applicable, from the outstanding Notes not previously called for redemption or purchase. The Registrar Paying Agent or the Depository, as applicable, will promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts minimum denominations of US$200,000 or $1.00 and integral multiples of US$1,000 $1.00 in excess thereofthereof (or if a PIK Payment has occurred, such partial redemption will be in integral multiples of $1.00); except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a $1.00 or an integral multiple of US$1,000$1.00 in excess thereof (or if a PIK Payment has occurred, such partial redemption will be in integral multiples of $1.00), shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any timetime pursuant to Article 3 of this Indenture, the TrusteeRegistrar, the Trustee or the Paying Agent shall select the Notes to be redeemed or the Registrar will select purchased (a) if such Notes for redemption or purchase (i) are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Notes are listed and or (b) on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any applicable depositary proceduresreason, (ii) by lot or by such other similar method as the Registrar shall deem appropriate or as required by the rules of the Depositary. When the Notes are in global form and this Indenture requires Notes to be redeemed or purchased on a pro rata basis, the Notes to be so redeemed or purchased shall be selected in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar or the Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Trustee and Registrar will shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (iHeartCommunications, Inc.), Indenture (Clear Channel Communications Inc), Indenture (Clear Channel Communications Inc)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor (2) if the Notes are not so listed, (ii) by lot or such other similar method on a pro rata basis, in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method as the Trustee in its sole discretion deems to be fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except provided that if all of the no Notes of a Holder are to be redeemed $2,000 in principal amount or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 3 contracts
Samples: Indenture (Centennial Resource Development, Inc.), Indenture (Centennial Resource Development, Inc.), Indenture (Centennial Resource Development, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any timepursuant to Section 5.07, Section 3.05 or Section 5.09, as applicable, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed listed, as certified to the Trustee by the Issuer, and any applicable depositary procedures, (ii) by lot or such other similar method otherwise in accordance compliance with the applicable procedures requirements of the Depositary DTC, or any other applicable clearing system (b) if the Notes are Global Notes), not so listed or (iii) if there are no such requirements of such exchange or prescribes no method of selection and the Notes are not then listed on a national securities exchange held through DTC or cleared through the Depositary or any other applicable clearing systemDTC prescribes no method of selection, on a pro rata basis or by such other method lot (subject to adjustments to maintain the Trustee deems fair authorized Notes denomination requirements and reasonable. No Notes to any applicable policies and procedures of a principal amount of US$200,000 or less may be redeemed or purchased in partDTC), and except if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphotherwise required by law. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Issuer shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of US$200,000 or integral $2,000 and whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in a minimum principal amount of $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Knife River Holding Co), Indenture (Embecta Corp.), Indenture (Embecta Corp.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii2) if the Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of DTC or the Depositary or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems to be fair and reasonable. No Notes appropriate, although no Note of a $2,000 in principal amount of US$200,000 or less may will be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes (or transferred by book entry transfer) upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption); provided that each new Note shall be in a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof.
Appears in 3 contracts
Samples: Indenture (Howard Hughes Corp), Indenture (Howard Hughes Corp), Indenture (Howard Hughes Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase as follows (ia) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary procedureslisted, which requirements shall be specified in writing by the Company to the Trustee; or (iib) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar and Paying Agent from the outstanding Notes not previously called for redemption or purchase. The Registrar will and Paying Agent shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will redeemed in part shall be redeemed only in amounts of US$200,000 or integral multiples of US$1,000 $1,000, and no Notes of $2,000 or less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchasedredeemed, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchasedredeemed. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.
Appears in 3 contracts
Samples: Indenture (Cogent Communications Holdings, Inc.), Indenture, Indenture (Cogent Communications Group Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.07 hereof or purchased at any timein an Collateral Disposition Offer or an Optional Collateral Disposition Offer pursuant to Section 3.02 hereof or a Change of Control Offer pursuant to Section 3.06 hereof, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are Global Notes, pursuant to the applicable rules of DTC and (b) if the Notes are Definitive Notes, on a pro rata basis or as required by the rules of the depositary except:
(a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed;
(iiib) if there are no such requirements of such exchange or to the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, extent that selection on a pro rata basis is not practicable, by lot or as required by such other method the Trustee deems fair and reasonablerules of DTC; or
(c) if otherwise required by law. No Notes of a principal amount of US$200,000 $2,000 or less may can be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Cliffs Natural Resources Inc.), Indenture (Cliffs Natural Resources Inc.), Indenture (Cliffs Natural Resources Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 hereof or purchased at any timein an Asset Disposition Offer or a Collateral Disposition Offer pursuant to Section 3.5 hereof or a Change of Control Offer pursuant to Section 3.10 hereof, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are in global form, pursuant to the applicable rules of DTC and (b) if the Notes are in definitive form, on a pro rata basis except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes of a principal amount of US$200,000 $2,000 or less may can be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Edgen Group Inc.), Indenture (Edgen Murray II, L.P.), Indenture (Easton-Bell Sports, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased at any timeby the Company, the Trustee, on behalf of the Paying Agent Company, shall select the outstanding Notes to be redeemed or purchased by the Registrar will select Notes for redemption or purchase (i) Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities such an exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, on behalf of the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotCompany, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from shall select the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate or, in the event the Notes are in global form, as otherwise prescribed by DTC. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to mail notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be mailed, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, even if not a multiple the Trustee shall, on behalf of US$the Company, select on or prior to the Purchase Date for such Offer the Notes to be purchased. The Trustee shall select for redemption or purchase Notes or portions of Notes in integral multiples of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Gray Television Inc), Indenture (Gray Television Inc), Indenture (Gray Television Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.8, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (ia) if the Notes are in global form in accordance with the applicable procedures of DTC, and an appropriate notation shall be made on such Notes to decrease the principal amount thereof to equal the unredeemed portion thereof (b) if the Notes are in definitive form, by lot or on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Avis Budget Group, Inc.), Indenture (Avis Budget Group, Inc.), Indenture (Avis Budget Group, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee, Company shall select the Paying Agent outstanding Notes to be redeemed or the Registrar will select Notes accepted for redemption or purchase (i) payment in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemsuch an exchange, on a pro rata basis basis, by lot or by such any other method that the Trustee deems fair and reasonable. No appropriate; provided that Notes of a principal amount of US$200,000 or less may be redeemed or accepted for payment in part shall only be purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof$1,000. None If the Company elects to mail notice of the Trusteea redemption to Holders, the Paying Agent or Company shall at least five days prior to the Registrar will date notice of redemption is to be liable for any selections made under this paragraph. In mailed, (i) select the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the Notes outstanding Notes not previously called for redemption redemption, and (ii) notify the Trustee of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Company shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Registrar will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a multiple of US$$1,000, shall may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 3 contracts
Samples: Indenture (Young Broadcasting Inc /De/), Indenture (Young Broadcasting Inc /De/), Indenture (Young Broadcasting Inc /De/)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor (2) if the Notes are not so listed, on a pro rata basis (ii) or, in the case of Global Notes, by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiiDepositary) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or unless otherwise required by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphlaw. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days herein prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of US$200,000 $2,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 3 contracts
Samples: Indenture (Permian Resources Corp), Indenture (Permian Resources Corp), Indenture (Permian Resources Corp)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, or (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased appropriate, all in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None Applicable Procedures of the Trustee, Depositary in the Paying Agent or the Registrar will be liable for any selections made under this paragraphcase of Global Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall not be liable for any selections made by it in accordance with this Section 3.02.
(b) The Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts minimum denominations of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed in part, except that that, if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a $2,000 or an integral multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Debt to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 3 contracts
Samples: Indenture (Concordia International Corp.), Indenture (Concordia International Corp.), Indenture
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, based on the amounts tendered or by such other required to be prepaid or redeemed (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method that most nearly approximates a pro rata selection as the Trustee deems fair and reasonable. appropriate) unless otherwise required by law or applicable stock exchange or depositary requirements.
(b) No Notes of $2,000 or less can be redeemed in part. Notices of redemption will be mailed by first class mail at least 30 but not more than 60 days before the redemption date to each Holder to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Indenture. Notices of redemption shall not be conditional.
(c) If any Note is to be redeemed in part only, the notice of redemption that relates to that Note will state the portion of the principal amount of US$200,000 or less may that Note that is to be redeemed or purchased redeemed. A new Note in part, and if Notes are redeemed or purchased in part, the remaining outstanding principal amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None the unredeemed portion of the Trustee, the Paying Agent or the Registrar original Note will be liable issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for any selections made under this paragraphredemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions thereof called for redemption.
(d) In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. .
(e) The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 3 contracts
Samples: Indenture (Unisys Corp), Indenture (Unisys Corp), Indenture (Unisys Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.6, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are in global form, on a pro rata basis or such similar method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination or of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Company shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Builders FirstSource, Inc.), Indenture (Builders FirstSource, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased pursuant to this Indenture (except as provided in Section 4.20) at any time, the Trustee, the Paying Agent or the Registrar Trustee will select the Notes for redemption to be redeemed or purchase purchased among the Holders as follows:
(i1) if the Notes are listed, in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, or
(ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)not so listed, or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemby lot, on a pro rata basis (in the case of a partial redemption) or by such other method in accordance with the procedures of DTC. If a partial offer is made with the proceeds of an Equity Offering, the Trustee deems fair and reasonable. No will select the Notes by lot or in accordance with the Applicable Procedures of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. No Notes of a principal amount of $2,000 or less may be redeemed in part and portions of Notes selected will be in amounts of US$200,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Red Rock Resorts, Inc.), Indenture (Station Casinos LLC)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeNotes to be redeemed or purchased will be selected (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchangeexchange on which the Notes are listed, (2) if anythe Notes are not so listed, on which Notes are listed and any applicable depositary proceduresa pro rata basis to the extent practicable, or (ii3) by lot or by such other similar method in accordance with the procedures of DTC, subject to the applicable rules and procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days (subject to Section 3.03(a)) prior to the redemption or purchase date by the Registrar from the then outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing .
(b) Notes and portions of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note representing the same Indebtedness to the extent not redeemed shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Indenture (Universal Health Services Inc), Indenture (Universal Health Services Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange , the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (iib) by lot or such other similar method in accordance with the applicable procedures of the Depositary Applicable Procedures or any other applicable clearing system (c) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemregistered with DTC, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphbasis. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. In no event shall the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of the Notes eligible to be redeemed.
Appears in 2 contracts
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 250,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 250,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 250,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Crown Entertainment LTD)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, or (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased appropriate, all in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None Applicable Procedures of the Trustee, Depositary in the Paying Agent or the Registrar will be liable for any selections made under this paragraphcase of Global Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall not be liable for any selections made by it in accordance with this Section 3.02.
(b) The Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts minimum denominations of US$200,000 $1,000 or integral multiples of US$$1,000 in excess thereof; no Notes of $1,000 or less shall be redeemed in part, except that that, if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a $1,000 or an integral multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Debt to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Indenture (Concordia International Corp.), Indenture (Concordia Investment Holdings (Jersey) LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar Trustee will select the Notes for redemption or purchase (i) in compliance by a method that complies with the requirements requirements, as certified to the Trustee by the Issuer, of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresat such time or, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemexchange, on a pro rata basis or by lot or such other method as the Trustee in its sole discretion deems fair and reasonableappropriate. The Trustee will not be liable for selections made by it in accordance with this Section 3.02. No Notes of a $200,000 or less will be purchased or redeemed in part. Notices of purchase or redemption will be given to each Holder pursuant to Sections 3.03 and 13.01 hereof. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note will state the portion of the principal amount of US$200,000 or less may that Note that is to be redeemed or purchased redeemed. A new Note in part, and if Notes are redeemed or purchased in part, the remaining outstanding principal amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None the unredeemed portion of the Trustee, the Paying Agent or the Registrar original Note will be liable for any selections made under this paragraph. In issued in the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing name of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all Holder upon cancellation of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchasedoriginal Note. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or purchase also apply to portions of Notes called for redemption. In relation to Definitive Notes, a new Note in principal amount equal to the unpurchased or unredeemed portion of any Note purchased or redeemed in part will be issued in the name of the Holder thereof upon cancellation of the original Note. On or after any purchase or redemption date, unless the Issuer defaults in payment of the purchase or purchaseredemption price, interest will cease to accrue on Notes or portions thereof tendered for purchase or called for redemption.
Appears in 2 contracts
Samples: Indenture (Nord Anglia Education, Inc.), Indenture (Nord Anglia Education, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures Applicable Procedures of the Depositary or any other applicable clearing system (b) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary registered with DTC, or any other applicable clearing systemif DTC prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphlot. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. In no event shall the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of the Notes eligible to be redeemed.
Appears in 2 contracts
Samples: Indenture (Intercontinental Exchange, Inc.), Indenture (Black Knight, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent Trustee or the Registrar will select Notes for redemption or purchase as follows:
(ia) if the applicable Notes are listed on any national securities exchange (including the Luxembourg Stock Exchange), in compliance with the requirements of the principal national securities exchange, if any, on which they are listed, as certified to the Trustee by the Issuer and in compliance with the requirements of Euroclear and/or Clearstream; or
(b) if the applicable Notes are not listed and on any national securities exchange or the relevant national securities exchange does not have any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or and the Notes are not then listed on a national securities exchange held through Euroclear and/or Clearstream or cleared through the Depositary or any other applicable clearing systemEuroclear and/or Clearstream prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphbasis. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer and the Registrar (if not the Issuer) in writing of the Notes selected for redemption or purchase and, in the case of any Note Notes selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum amounts of US$200,000 or £100,000 and integral multiples of US$£1,000 in excess thereof; , except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000£1,000 (in excess of £100,000), shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. Neither the Trustee nor the Registrar shall be liable for selections made by it under this Section.
Appears in 2 contracts
Samples: Indenture (Encore Capital Group Inc), Indenture (Encore Capital Group Inc)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or Section 3.09 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, or (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased appropriate, all in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the Trustee, Depositary in the Paying Agent or the Registrar will be liable for any selections made under this paragraphcase of Global Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole number multiples of US$1,000 $1,000; no Notes of $2,000 or less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Indenture (Hudbay Minerals Inc.), Indenture (Hudbay Minerals Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. If a partial redemption is made with the proceeds of an Equity Offering, the Trustee shall select the Notes only on a pro rata basis or on as nearly a pro rata basis as is practicable (subject to DTC procedures). The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Nationstar Sub1 LLC), Indenture (Nationstar Sub2 LLC)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the 2017 B Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the 2017 B Notes to be redeemed or purchased (a) if such 2017 B Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such 2017 B Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None rules of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular 2017 B Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding 2017 B Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the 2017 B Notes selected for redemption or purchase and, in the case of any 2017 B Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. 2017 B Notes and portions of 2017 B Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no 2017 B Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the 2017 B Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of 2017 B Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to 2017 B Notes called for redemption or purchase also apply to portions of 2017 B Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (CC Media Holdings Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis (or, in the case of Notes issued in global form pursuant to Article 2 hereof, based on a method in accordance with DTC’s (or any other applicable depositary’s) procedures) unless otherwise required by such other method law or applicable stock exchange or Depositary requirements. The Trustee shall not be liable for selections made by it in accordance with this Section 3.02.
01. If any Note is to be redeemed in part only, the Trustee deems fair and reasonable. No Notes notice of a redemption that relates to that Note will state the portion of the principal amount of US$200,000 or less may that Note that is to be redeemed or purchased redeemed. With respect to Notes that are held in partcertificated form, and if Notes are redeemed or purchased a new Note in part, the remaining outstanding principal amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None the unredeemed portion of the Trustee, the Paying Agent or the Registrar original Note will be liable for any selections made under this paragraphissued in the name of the Holder of Notes upon cancellation of the original Note. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or purchaseportions of Notes redeemed. In relation to Definitive Registered Notes, a new Note in principal amount equal to the unpurchased or unredeemed portion of any Note purchased or redeemed in part will be issued in the name of the Holder thereof upon cancellation of the original Note. On or after any purchase or redemption date, unless the Issuer defaults in payment of the purchase or redemption price, interest shall cease to accrue on Notes or portions thereof tendered for purchase or called for redemption. The Registrar Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of US$200,000 $1,000 or integral whole multiples of US$$1,000 in excess thereofthereof (provided that Notes of $200,000 or less may only be redeemed in whole and not in part); except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: 2019 Notes Indenture (North Atlantic Drilling Ltd.), 2019 Notes Indenture (North Atlantic Drilling Ltd.)
Selection of Notes to Be Redeemed or Purchased. If fewer In the event that less than all of the Notes are to be purchased in an Asset Sale Offer or redeemed or purchased at any time, the Trustee, Trustee shall select the Paying Agent Notes to be redeemed or purchased among the Registrar will select Holders of the Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary procedureslisted, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (or, if the Notes are Global Notesnot so listed, on a pro rata basis, by lot or by such method as the Trustee shall deem fair and appropriate (and in such manner as complies with applicable legal requirements), or (iii) if there are no . The Issuers shall give written notice to the Trustee of such requirements of any securities exchange not less than forty-five (45) nor more than ninety (90) days prior to the date on which notice of such exchange redemption or purchase is to be given. In the event a partial redemption is made with the proceeds of a Public Equity Offering, selection of the Notes are not then listed on a national securities exchange of the applicable series or cleared through portions thereof for redemption shall be made by the Depositary or any other applicable clearing system, Trustee only on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of on as nearly a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal pro rata basis as practicable (subject to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the TrusteeDepositary), the Paying Agent or the Registrar will be liable for any selections made under this paragraphunless such method is otherwise prohibited. In the event of partial redemption or purchase by lotredemption, other than pro rata, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. In the event that less than all of the Notes of a series properly tendered in an Asset Sale Offer are to be purchased, the particular Notes of such series to be purchased shall be selected promptly upon the expiration of such Asset Sale Offer. The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes of any series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes them selected will shall be in principal amounts of US$200,000 $1,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of any series of a Holder are to be redeemed or purchased, the entire outstanding principal amount of Notes of such series held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption. In the event the Company is required to make an Asset Sale Offer pursuant to Section 3.9 and Section 4.10 hereof, and the amount of Excess Proceeds to be applied to such purchase would result in the purchase of a principal amount of Notes which is not evenly divisible by $1,000, the Trustee shall promptly refund to the Company the portion of such Excess Proceeds that is not necessary to purchase the immediately lesser principal amount of Notes that is so divisible.
Appears in 2 contracts
Samples: Indenture (Meristar Hospitality Corp), Indenture (Meristar Hospitality Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the any series of Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent Trustee or the Registrar (as applicable) will select Notes for redemption or purchase as follows:
(ia) if the applicable Notes are listed on any national securities exchange (including the Exchange), in compliance with the requirements of the principal national securities exchange, if any, on which they are listed, as certified to the Trustee by the Company, and on a pro rata pass-through distribution of principal basis in compliance with the requirements of DTC; or
(b) if the applicable Notes are not so listed and on any national securities exchange or the relevant national securities exchange does not have any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or and the Notes are not then listed on a national securities exchange held through DTC, Euroclear or cleared through the Depositary Clearstream, as applicable, or any other applicable clearing systemDTC, Euroclear and/or Clearstream, as applicable, prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes basis; provided, however, that no Note of a principal amount of US$$200,000 or less may in aggregate principal amount shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase, and in the case of any Global Notes, in accordance with the requirements of DTC. The Registrar will If the Notes are not Global Notes, the Trustee shall promptly notify the Company Company, the Paying Agent and the Registrar (if not the Company) in writing of the Notes selected for redemption or purchase and, in the case of any Note Notes selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum amounts of US$$200,000 or and integral multiples of US$$1,000 in excess thereof; , except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$1,000 (in excess of $200,000), shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. Neither the Trustee nor the Registrar shall be liable for selections made by it under this Section.
Appears in 2 contracts
Samples: Indenture (Encore Capital Group Inc), Indenture (Encore Capital Group Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.8, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (ia) if the Notes are in global form in accordance with the applicable procedures of the Depositary, and an appropriate notation shall be made on such Notes to decrease the principal amount thereof to equal the unredeemed portion thereof (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any foreign securities exchange, in compliance with the requirements of the principal national foreign securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination of a €100,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 €100,000 or integral whole multiples of US$1,000 in excess thereof€1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$€1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Avis Budget Group, Inc.), Indenture (Avis Budget Group, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.6, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are in global form, on a pro rata basis or such similar method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination or of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 15 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Company shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Builders FirstSource, Inc.), Indenture (Builders FirstSource, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) on a pro rata basis among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)listed, in either case, unless otherwise required by law or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphdepositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail at least 15 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or purchasea satisfaction and discharge of this Supplemental Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.
Appears in 2 contracts
Samples: Third Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Senior Cash Pay Notes and/or Senior Toggle Notes, as the case may be, are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the Notes to be redeemed or purchased (a) if such Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None rules of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no Notes of $2,000 or less can be redeemed in excess part (other than PIK Notes, which may be redeemed in minimum amounts of $1.00 and integral multiples thereof; ), except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (CC Media Holdings Inc), Indenture (C C Media Holdings Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar Registrar, as applicable, will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures Applicable Procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonablebasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Resorts & Entertainment LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.07 hereof or purchased at any timein a Collateral Disposition Offer or an Optional Collateral Disposition Offer pursuant to Section 3.02 hereof or a Change of Control Offer pursuant to Section 3.06 hereof, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are Global Notes, pursuant to the applicable rules of DTC and (b) if the Notes are Definitive Notes, on a pro rata basis or as required by the rules of the depositary except:
(a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed;
(iiib) if there are no such requirements of such exchange or to the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, extent that selection on a pro rata basis is not practicable, by lot or as required by such other method the Trustee deems fair and reasonablerules of DTC; or
(c) if otherwise required by law. No Notes of a principal amount of US$200,000 $2,000 or less may can be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Cleveland-Cliffs Inc.), Indenture (Cleveland-Cliffs Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes of a Series are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes of such Series for redemption or purchase (i) on a pro rata basis among all outstanding Notes of such Series or, if the Notes of such Series are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange Series are listed, in either case, unless otherwise required by law or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphdepositary requirements. In the event of partial redemption or purchase by lot, the particular Notes of such Series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes of such Series not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes of a Series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes of a Series selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of such Series of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such Series held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes of such Series called for redemption or purchase also apply to portions of Notes of such Series called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or delivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes of a Series to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes of such Series or a satisfaction and discharge of this Supplemental Indenture. If any Note of a Series is to be redeemed in part only, the notice of redemption that relates to that Note of such Series shall state the portion of the principal amount of that Note of such Series that is to be redeemed. A new Note of a Series in principal amount equal to the unredeemed portion of the original Note of such Series shall be issued in the name of the Holder of Notes of such Series upon cancellation of the original Note of such Series. Notes of a Series called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes of a Series or purchaseportions of them called for redemption.
Appears in 2 contracts
Samples: Supplemental Indenture (NRG Energy, Inc.), Supplemental Indenture (NRG Energy, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the any series of Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent Trustee or the Registrar (as applicable) will select Notes for redemption or purchase as follows:
(ia) if the applicable Notes are listed on any national securities exchange (including the Exchange), in compliance with the requirements of the principal national securities exchange, if any, on which they are listed, as certified to the Trustee by the Company, and on a pro rata basis in compliance with the rules and procedures of Euroclear and Clearstream; or
(b) if the applicable Notes are not listed and on any national securities exchange or the relevant national securities exchange does not have any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or and the Notes are not then listed on a national securities exchange held through Euroclear or cleared through the Depositary Clearstream or any other applicable clearing systemEuroclear and/or Clearstream prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphbasis. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase, and in the case of any Global Notes, in accordance with the rules and procedures of Euroclear and Clearstream. The Registrar will If the Notes are not Global Notes, the Trustee shall promptly notify the Company Company, the Paying Agent and the Registrar (if not the Company) in writing of the Notes selected for redemption or purchase and, in the case of any Note Notes selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum amounts of US$200,000 or £100,000 and integral multiples of US$£1,000 in excess thereof; , except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000£1,000 (in excess of £100,000), shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. Neither the Trustee nor the Registrar shall be liable for selections made by it under this Section.
Appears in 2 contracts
Samples: Indenture (Encore Capital Group Inc), Indenture (Encore Capital Group Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer (or an Advance Offer) pursuant to Section 3.5, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (ia) if the Notes are in compliance with the requirements of the principal national securities exchange, if anyglobal form, on which Notes are listed and any applicable depositary proceduresa pro rata basis, (ii) by lot lot, or by such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system DTC and (b) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemin definitive form in their entirety, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) or by such other method the Trustee deems fair and reasonablelot, except if otherwise required by law. No Notes in an unauthorized denomination or of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Issuers shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar Trustee will promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of US$200,000 or integral $2,000 and whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in a minimum principal amount of $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Pactiv Evergreen Inc.), Indenture (Pactiv Evergreen Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased pursuant to this Indenture (except as provided in Section 4.20) at any time, the Trustee, the Paying Agent or the Registrar Trustee will select the Notes for redemption to be redeemed or purchase purchased among the Holders as follows:
(i1) if the Notes are listed, in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, listed; or
(ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)not so listed, or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemby lot, on a pro rata basis (in the case of a partial redemption) or by such other method in accordance with the procedures of DTC. If a partial offer is made with the proceeds of an Equity Offering, the Trustee deems fair and reasonable. No will select the Notes by lot or in accordance with the Applicable Procedures of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. No Notes of a principal amount of $2,000 or less may be redeemed in part and portions of Notes selected will be in amounts of US$200,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Red Rock Resorts, Inc.), Indenture (Red Rock Resorts, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee (or Registrar if other than the Trustee, the Paying Agent or the Registrar ) will select the Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed listed, as certified in writing to the Trustee by the Company, and any applicable depositary procedures, (ii) by lot or such other similar method in accordance compliance with the applicable procedures requirements of the Depositary DTC, or any other applicable clearing system (if the Notes are Global Notes), not so listed or (iii) if there are no such requirements of such exchange or prescribes no method of selection and the Notes are not then listed on a national securities exchange held through DTC or cleared through the Depositary or any other applicable clearing systemDTC prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes basis; provided, however, that no Note of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are . If any Note is to be redeemed or purchased in partpart only, the remaining outstanding amount must be at least equal notice of redemption that relates to US$200,000 and integral multiples of US$1,000 in excess thereof. None that Note shall state the portion of the Trusteeprincipal amount thereof to be redeemed, in which case a portion of the Paying Agent or the Registrar original Note will be liable for any selections made under this paragraphissued in the name of the Holder thereof upon cancellation of the original Note. In the event case of partial redemption or purchase by lota Global Note, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the applicable redemption or purchase date by the Registrar from the outstanding notice (including any conditions contained therein), Notes not previously called for redemption become due on the date fixed for redemption. On and after the redemption date, unless the Company defaults in the payment of the redemption price, interest ceases to accrue on Notes or purchaseportions of them called for redemption. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Radio One, Inc.), Indenture (Radio One, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Series B Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the Series B Notes to be redeemed or purchased (a) if such Series B Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Series B Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None rules of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Series B Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Series B Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Series B Notes selected for redemption or purchase and, in the case of any Series B Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Series B Notes and portions of Series B Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no Series B Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Series B Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Series B Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Series B Notes called for redemption or purchase also apply to portions of Series B Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be so redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), to be redeemed or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, purchased on a pro rata basis or by lot or by such other method as the Trustee deems shall deem fair and reasonable. No Notes appropriate, and, in the case of a principal amount of US$200,000 or less may be redeemed or purchased Global Notes, in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary unless otherwise required by law. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the portion of the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note representing the same Indebtedness to the extent not redeemed shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Indenture (Lions Gate Entertainment Corp /Cn/), Indenture (Lions Gate Entertainment Corp /Cn/)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee (subject to Section 4.10 or 4.14, the Paying Agent or the Registrar as applicable) will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchangepro rata, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or by such other similar method as it shall deem fair and appropriate. If the Notes are represented by Global Notes, interests in such Global Notes will be selected for redemption or purchase by DTC in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphits Applicable Procedures. In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date (unless such notice of redemption is mailed or sent more than 60 days prior to a redemption or purchase date pursuant to clause (a) or (b) of Section 3.03) by the Registrar Trustee (or, in the case of Global Notes, in accordance with the procedures of DTC) from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase pursuant to any provision of this Indenture and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased; provided, that the unredeemed or unpurchased portion of a Note must be in a minimum denomination of $2,000. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Ingram Micro Holding Corp), Indenture (Ingram Micro Holding Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.07 hereof or purchased at any timein a Change of Control Offer pursuant to Section 3.06 hereof, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase (i) if the Notes are Global Notes, pursuant to the applicable rules of DTC, and (ii) if the Notes are Definitive Notes, on a pro rata basis or as required by the rules of the depositary except:
(a) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed;
(iiib) if there are no such requirements of such exchange or to the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, extent that selection on a pro rata basis is not practicable, by lot or as required by such other method the Trustee deems fair and reasonablerules of DTC; or
(c) if otherwise required by law. No Notes of a principal amount of US$200,000 $2,000 or less may can be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Cleveland-Cliffs Inc.), Indenture (Cleveland-Cliffs Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii2) if the Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of DTC or the Depositary or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems to be fair and reasonable. No Notes appropriate, although no Note of a $2,000 in principal amount of US$200,000 or less may will be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption); provided that each new Note shall be in a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof.
Appears in 2 contracts
Samples: Indenture (Howard Hughes Corp), Indenture (Howard Hughes Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee, Trustee shall select the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selectedaccepted for payment pro rata, unless otherwise provided hereinby lot or by a method that complies with the requirements of any stock exchange on which the Notes are listed and that the Trustee considers fair and appropriate. If the Company elects to mail notice of a redemption to Holders, not less than 30 nor more than 60 days the Trustee shall at least five Business Days prior to the date notice of redemption or purchase date by is to be mailed, (i) select the Registrar Notes to be redeemed from the Notes outstanding Notes not previously called for redemption or purchase. The Registrar will promptly and (ii) notify the Company in writing of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer on the Purchase Date are to be accepted for payment, the Trustee shall select on or promptly after the Purchase Date the Notes to be accepted for payment. The Trustee shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 2 contracts
Samples: Indenture (Gfsi Inc), Indenture (Gfsi Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee (or Registrar if other than the Trustee, the Paying Agent or the Registrar ) will select the Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed listed, as certified in writing to the Trustee by the Company, and any applicable depositary procedures, (ii) by lot or such other similar method in accordance compliance with the applicable procedures requirements of the Depositary DTC, or any other applicable clearing system (if the Notes are Global Notes), not so listed or (iii) if there are no such requirements of such exchange or prescribes no method of selection and the Notes are not then listed on a national securities exchange held through DTC or cleared through the Depositary or any other applicable clearing systemDTC prescribes no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes basis; provided, however, that no Note of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are . If any Note is to be redeemed or purchased in partpart only, the remaining outstanding amount must be at least equal notice of redemption that relates to US$200,000 and integral multiples of US$1,000 in excess thereof. None that Note shall state the portion of the Trusteeprincipal amount thereof to be redeemed, in which case a portion of the Paying Agent or the Registrar original Note will be liable for any selections made under this paragraphissued in the name of the Holder thereof upon cancellation of the original Note. In the event case of partial redemption or purchase by lota Global Note, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to decrease the principal amount thereof to an amount equal to the unredeemed portion thereof. Subject to the terms of the applicable redemption or purchase date by the Registrar from the outstanding notice (including any conditions contained therein), Notes not previously called for redemption become due on the date fixed for redemption. On and after the redemption date, unless the Company defaults in the payment of the redemption price, interest ceases to accrue on Notes or purchaseportions of them called for redemption. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts minimum denominations of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Urban One, Inc.), Indenture (Urban One, Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) (i) If fewer less than all of the Notes are to be redeemed or purchased at any timeredeemed, the Trustee, the Paying Agent or the Registrar Trustees will select Notes for redemption by lot (or, in the case of Global Notes, subject to the Applicable Procedures) unless otherwise required by law or purchase (i) in compliance with the applicable stock exchange or Depositary requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot if less than all of the Notes tendered pursuant to an Asset Sale Offer or a Change of Control Offer are to be purchased, the Company will purchase Notes (together with any other Indebtedness subject to such other similar method offers in accordance with the applicable procedures terms of this Indenture) having principal amount equal to the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, purchase amount on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. basis.
(b) In the event of selection by lot for partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. redemption.
(c) The Registrar Trustees will promptly notify the Company in writing of the Notes selected for redemption or purchase pursuant to this Section 3.02 and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$2,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Taseko Mines LTD), Indenture (Taseko Mines LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Series A Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the Series A Notes to be redeemed or purchased (a) if such Series A Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Series A Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None rules of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Series A Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Series A Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Series A Notes selected for redemption or purchase and, in the case of any Series A Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Series A Notes and portions of Series A Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no Series A Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Series A Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Series A Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Series A Notes called for redemption or purchase also apply to portions of Series A Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Clear Channel Outdoor Holdings, Inc.), Indenture (Clear Channel Outdoor Holdings, Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee, Trustee shall select the Paying Agent Notes to be redeemed or the Registrar will select Notes for redemption or purchase (i) purchased in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor, (ii) if the Notes are not so listed, on a pro rata basis, by lot or by such other similar method as the Trustee deems to be fair and appropriate in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except provided that if all of the no Notes of a Holder are to be redeemed $2,000 in principal amount or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Senior Notes Indenture (WeWork Inc.), Senior Notes Indenture (We Co.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the 2017 A Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the 2017 A Notes to be redeemed or purchased (a) if such 2017 A Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such 2017 A Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None rules of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular 2017 A Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding 2017 A Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the 2017 A Notes selected for redemption or purchase and, in the case of any 2017 A Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. 2017 A Notes and portions of 2017 A Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no 2017 A Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the 2017 A Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of 2017 A Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to 2017 A Notes called for redemption or purchase also apply to portions of 2017 A Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Clear Channel Communications Inc), Indenture (Clear Channel Outdoor Holdings, Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Asset Disposition Offer or a Change of Control Offer at any time, the TrusteeTrustee shall select the applicable Notes to be redeemed or purchased (1) if the applicable Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Notes are listed and any applicable depositary procedureslisted, (ii2) if the applicable Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of the Depositary Applicable Procedures or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the applicable Notes are not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion (without any liability therefor) shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption date or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchasedrepurchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 or $1,000 and integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $1,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. No Notes of $1,000 or less shall be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Trust Indenture (Cobalt Refinery Holding Co Ltd.), Trust Indenture
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)or portions thereof to be redeemed by lot, or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such any other method the Trustee deems shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal appropriate (subject to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC procedures as applicable). In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in minimum amounts of US$200,000 $2,000 or integral multiples of US$1,000 in excess thereof$1,000; except provided that if all of the no Notes of a Holder are to be redeemed minimum denomination of $2,000 in principal amount or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Debt to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Senior Notes Indenture (Mativ Holdings, Inc.), Senior Notes Indenture (Schweitzer Mauduit International Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange (and the Issuer has advised the Trustee of such listing), the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (iib) on a pro rata basis to the extent practicable or (c) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphApplicable Procedures. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.. In no event shall the Trustee be responsible for monitoring, or charged with knowledge of, the maximum aggregate amount of the Notes eligible to be redeemed
Appears in 2 contracts
Samples: Indenture (SS&C Technologies Holdings Inc), Indenture (SS&C Technologies Holdings Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.8, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (ia) if the Notes are in global form in accordance with the applicable procedures of DTC, and an appropriate notation shall be made on such Notes to decrease the principal amount thereof to equal the unredeemed portion thereof (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Avis Budget Group, Inc.), Indenture (Avis Budget Group, Inc.)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or Section 3.09 or purchased in an Offer to Purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, or (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased appropriate, all in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the Trustee, Depositary in the Paying Agent or the Registrar will be liable for any selections made under this paragraphcase of Global Notes. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole number multiples of US$1,000 $1,000; no Notes of $2,000 or less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Indenture (New Gold Inc. /FI), Indenture (New Gold Inc. /FI)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes of any series are to be redeemed pursuant to Section 3.07 or purchased in an offer to purchase at any time, the Trustee shall select the Notes to be redeemed or purchased at (1) if the Notes are listed on any timenational securities exchange, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor (2) if the Notes are not so listed, (ii) by lot or such other similar method on a pro rata basis, in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method as the Trustee in its sole discretion deems to be fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lot, the particular Notes of such series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Partnership in writing of the Notes of any series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes of such series selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except provided that if all of the no Notes of a Holder are to be redeemed $2,000 in principal amount or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes of any series called for redemption or purchase also apply to portions of such Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Debt to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 2 contracts
Samples: Senior Notes Indenture (Equitrans Midstream Corp), Senior Notes Indenture (Equitrans Midstream Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary Depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonablebasis. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (STUDIO CITY INTERNATIONAL HOLDINGS LTD), Indenture (Melco Resorts & Entertainment LTD)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or if less than all Notes tendered pursuant to an Offer are to be purchased at any timeby the Company, the Trustee, on behalf of the Paying Agent Company, shall select the outstanding Notes to be redeemed or purchased by the Registrar will select Notes for redemption or purchase (i) Company, in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities such an exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, on behalf of the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotCompany, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from shall select the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, on a pro rata basis, by lot or by any other method that the entire Trustee deems fair and appropriate; provided that a redemption pursuant to the provisions relating to Public Equity Offerings will be on a pro rata basis. Notes redeemed or purchased in part shall only be redeemed or purchased in integral multiples of $1,000. If the Company elects to mail notice of a redemption to Holders, the Trustee shall at least five days prior to the date notice of redemption is to be mailed, (i) select, on behalf of the Company, the Notes to be redeemed from Notes outstanding not previously called for redemption, and (ii) notify the Company of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If fewer than all Notes tendered pursuant to an Offer are to be purchased, even if not a multiple the Trustee shall, on behalf of US$the Company, select on or prior to the Purchase Date for such Offer the Notes to be purchased. The Trustee shall select for redemption or purchase Notes or portions of Notes in integral multiples of $1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase. The Company shall notify the Trustee of its acceptance for payment of the Notes selected for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Gray Television Inc), Indenture (Gray Television Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.7 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.8, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (ia) if the Notes are in global form in accordance with the applicable procedures of DTC, and an appropriate notation shall be made on such Notes to decrease the principal amount thereof to equal the unredeemed portion thereof (b) if the Notes are in definitive form, on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (KAR Auction Services, Inc.), Indenture (Avis Budget Group, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of each series of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase as follows:
(ia) if the applicable Notes are listed on any national securities exchange (including the Luxembourg Stock Exchange), in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes they are listed and any applicable depositary procedures, listed; or
(iib) by lot or such other similar method in accordance with if the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a any national securities exchange or cleared through the Depositary or relevant national securities exchange does not have any other applicable clearing systemrequirements, on a pro rata basis basis, by lot or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of as the Trustee, in its sole discretion, shall deem fair and appropriate, provided that no Notes of $100,000 or £50,000 in aggregate principal amount, as the Paying Agent case may be, or the Registrar will less shall be liable for any selections made under this paragraphredeemed in part. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company Issuer and the Registrar (if not the Issuer) in writing of the Notes selected for redemption or purchase and, in the case of any Note Notes selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum amounts of US$200,000 or $100,000 and integral multiples of US$$1,000 in excess thereof or of £50,000 and integral multiples of £1,000 in excess thereof, as the case may be; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$1,000 (in excess of $100,000) or £1,000 (in excess of £50,000), as the case may be, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 2 contracts
Samples: Indenture (Virgin Media Inc.), Indenture (Virgin Media Inc.)
Selection of Notes to Be Redeemed or Purchased.
(a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.06 or purchased in a Mandatory Redemption or an Change of Control Offer at any time, the Trustee, Trustee shall select the Paying Agent Notes to be redeemed or the Registrar will select Notes for redemption or purchase (i) purchased in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)not listed, or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on as nearly a pro rata basis or by as possible (subject to such other method rounding as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if determine so that Notes are redeemed in whole increments of $1,000 and no Note of $2,000 in original principal amount or purchased less will be redeemed in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph). In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts whole increments of US$200,000 $1,000; no Notes of $2,000 or integral multiples of US$1,000 less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Senior Secured Notes Indenture
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent Trustee (or the Registrar Registrar, as appropriate) will select Notes for redemption or purchase as follows:
(i1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method and/or in accordance compliance with the applicable procedures requirements of the Depositary Euroclear or any other applicable clearing system Clearstream, as applicable; or
(2) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a any national securities exchange or cleared through the Depositary or any other applicable clearing systemexchange, on a pro rata basis basis, by lot or by such other method as the Trustee deems (or the Registrar, as appropriate) in its sole discretion shall deem fair and reasonableappropriate. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, Neither the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or Trustee nor the Registrar will shall be liable for any selections made under by it in accordance with this paragraphIndenture. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 €100,000 or integral whole multiples of US$€1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a €100,000 or an integral multiple of US$1,000€1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (Greif Inc)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) on a pro rata basis among all outstanding Notes or, if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)listed, in either case, unless otherwise required by law or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphdepositary requirements. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Supplemental Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or purchasedelivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes or a satisfaction and discharge of this Supplemental Indenture. If any Note is to be redeemed in part only, the notice of redemption that relates to that Note shall state the portion of the principal amount of that Note that is to be redeemed. A new Note in principal amount equal to the unredeemed portion of the original Note shall be issued in the name of the Holder of Notes upon cancellation of the original Note. Notes called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes or portions of them called for redemption.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee, Trustee shall select the Paying Agent outstanding Notes to be redeemed or the Registrar will select Notes accepted for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, payment on a pro rata basis basis, by lot or by such any other method that the Trustee deems fair and reasonableappropriate. No Notes If the Company elects to mail notice of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in partredemption to Holders, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of Trustee shall (i) select the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the Notes outstanding Notes not previously called for redemption or purchase. The Registrar will promptly in the manner specified by the Trustee and (ii) notify the Company in writing of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee shall select on or prior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts at maturity of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a an integral multiple of US$$1,000, shall may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 1 contract
Samples: Indenture (Linden Oaks Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer To the extent permitted under this Indenture, if less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and or (b) if the Notes are not listed on any applicable depositary proceduresnational securities exchange, (i) on a pro rata basis to the extent practicable or (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if to the extent the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1.00 or integral whole multiples of US$1,000 $1.00 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the TrusteeTrustee shall select the outstanding Notes to be redeemed or accepted for payment on a PRO RATA basis, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or by any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method that the Trustee deems fair and reasonableappropriate. No Notes If the Company elects to mail notice of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in partredemption to Holders, the remaining outstanding amount must be Trustee shall at least equal 15 days prior to US$200,000 and integral multiples the date notice of US$1,000 in excess thereof. None of redemption is to be mailed (i) select the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the Notes outstanding Notes not previously called for redemption or purchase. The Registrar will promptly in the manner specified by the Trustee and (ii) notify the Company in writing of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee shall select on or prior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts at maturity of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a an integral multiple of US$$1,000, shall may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 1 contract
Samples: Indenture (Agro Air Associates Inc)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the then outstanding Notes are to be redeemed pursuant to Sections 3.07 or 3.08(c) or purchased in an Offer to Purchase at any time, the Trustee, Trustee shall select the Paying Agent Notes to be redeemed or the Registrar will select Notes for redemption or purchase (i) purchased in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor, (ii) if the Notes are not so listed, on a pro rata basis, by lot or by such other similar method as the Trustee deems to be fair and appropriate in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$$1,000 (or if any PIK Payment has been made, in minimum denominations of $1.00 and in integral multiples of $1.00 in excess thereof); except provided that if all of the no Notes of a Holder are to be redeemed $2,000 in principal amount (or purchasedif any PIK Payment has been made, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1.00) or less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Note so surrendered upon cancellation of such original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeRegistrar shall select the Notes to be redeemed or purchased (a) if such Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis to the extent practicable or, to the extent that selection on a pro rata basis is not practicable for any reason, by lot or by such other method as the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 Registrar shall deem appropriate or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, as required by the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None Applicable Procedures of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1,000; no Notes of $2,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in a principal amount of at least $2,000 or an integral multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Intercreditor Agreement (Houghton Mifflin Harcourt Co)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee, Company shall select the Paying Agent outstanding Notes to be redeemed or the Registrar will select Notes accepted for redemption or purchase (i) payment in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary proceduresor, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemsuch an exchange, on a pro rata basis basis, by lot or by such any other method that the Trustee deems fair and reasonable. No appropriate; provided that Notes of a principal amount of US$200,000 or less may be redeemed or accepted for payment in part shall only be purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof$1,000. None If the Company elects to mail notice of the Trusteea redemption to Holders, the Paying Agent or Company shall at least five days prior to the Registrar will date notice of redemption is to be liable for any selections made under this paragraph. In mailed, (i) select the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the Notes outstanding Notes not previously called for redemption redemption, and (ii) notify the Trustee of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder’s Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Company shall select on or purchaseprior to the Purchase Date for such Offer the Notes to be accepted for payment. The Registrar will promptly notify the Company in writing of the Notes selected shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a multiple of US$$1,000, shall may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar Trustee will select the Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which such Notes are listed listed, as certified to the Trustee by the Company, and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with subject to the requirements and applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes)DTC, or (iii) if there are no such requirements of such exchange or the Notes are not then so listed on a national securities or such exchange prescribes no method of selection and such Notes are not held through DTC or cleared through the Depositary or any other applicable clearing systemDTC prescribes no method of selection, on a pro rata or by lot basis or by such any other method the Trustee deems deemed fair and reasonable. No Notes appropriate by the Trustee; provided, however, that no Note of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. .
(b) In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 20 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. .
(c) The Registrar Trustee will promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$1,000 in excess thereof$1,000; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes of a series are to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes of such series for redemption or purchase (i) on a pro rata basis among all outstanding Notes of such series or, if the Notes of such series are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such series are listed, in either case, unless otherwise required by law, applicable stock exchange requirements or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphdepositary requirements. In the event of partial redemption or purchase by lot, the particular Notes of such series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 15 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes of such series not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes of such series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes of a series selected will shall be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereofof $2,000; except that if all of the Notes of such series of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes of such series held by such Holder, even if not a multiple of US$1,000, $1,000 shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes of such series called for redemption or purchase also apply to portions of Notes of such series called for redemption. No Notes of $2,000 or less shall be redeemed in part. Notices of redemption shall be mailed by first class mail or delivered electronically at least 10 but not more than 60 days before the redemption date to each Holder of Notes of a series to be redeemed at its registered address, except that redemption notices may be mailed or delivered electronically more than 60 days prior to a redemption date if the notice is issued in connection with a defeasance of the Notes of such series or a satisfaction and discharge of this Indenture. If any Note of a series is to be redeemed in part only, the notice of redemption that relates to that Note of such series shall state the portion of the principal amount of that Note of such series that is to be redeemed. A new Note of a series in principal amount equal to the unredeemed portion of the original Note of such series shall be issued in the name of the Holder of Notes of such series upon cancellation of the original Note of such series. Notes of a series called for redemption become due on the date fixed for redemption. On and after the redemption date, interest ceases to accrue on Notes of a series or purchaseportions of them called for redemption.
Appears in 1 contract
Samples: Indenture (Aes Corp)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an Offer to Purchase at any time, the Trustee, Trustee shall select the Paying Agent or the Registrar will select Notes for redemption or purchase purchase, (ia) if the Notes are listed, in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, or (iib) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis or basis, unless otherwise required by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent law or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchaseredemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchaseredemption, the principal amount thereof to be redeemed or purchasedredeemed. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$1,000 $1.00 in excess thereof; except that notwithstanding any other provision of this Indenture, if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $1,000 or a multiple of US$1,000, $1.00 in excess thereof shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (Far East Energy Corp)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed or purchased at any time, the Trustee, the Paying Agent Trustee or the Registrar Registrar, as applicable, will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed listed, as certified to the Trustee or the Registrar, as applicable, by the Issuer, and any applicable depositary procedures, (ii) by lot or such other similar method in accordance compliance with the applicable procedures requirements of the Depositary Euroclear and Clearstream, or any other applicable clearing system (if the Notes are Global Notes), not so listed or (iii) if there are no such requirements of such exchange or prescribes no method of selection and the Notes are not then listed on a national securities exchange held through Euroclear or cleared through the Depositary Clearstream, or any other applicable clearing systemEuroclear and Clearstream prescribe no method of selection, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes basis; provided, however, that no Note of a €100,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the The Trustee, the Paying Agent or the and Registrar will shall not be liable for any selections selection of Notes made under in accordance with this paragraph. In Section 3.02(a).
(b) If the event of partial redemption or purchase by lotNotes are held in definitive registered form, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 €100,000 or integral multiples of US$€1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Debt to the extent not redeemed or not purchased, shall be issued in the name of the holder of the Notes upon cancellation of the original Note (or appropriate book-entries shall be made to reflect such partial redemption).
(d) If the Issuer effects an optional redemption of the Notes, it will, for so long as the Notes are listed on the Official List of the Luxembourg Stock Exchange and admitted for trading on the Euro MTF Market and the rules of the Luxembourg Stock Exchange so require, inform the Luxembourg Stock Exchange of such optional redemption and confirm the aggregate principal amount of the Notes that will remain outstanding immediately after such redemption.
(e) For Notes which are represented by global certificates held on behalf of Euroclear or Clearstream, notices may be given by delivery of the relevant notices to Euroclear or Clearstream for communication to entitled account holders in substitution for the aforesaid mailing.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in a Change of Control Offer at any time, the TrusteeTrustee shall select the Notes to be redeemed or repurchased in authorized denominations (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii2) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemso listed, on a pro rata basis to the extent practicable or (3) by such other method lot in compliance with the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphApplicable Procedures. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole number multiples of US$1,000 $1,000; no Notes of $2,000 or less shall be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note upon written direction by the Holder thereof (or appropriate book entries shall be made to reflect such partial redemption) upon written direction by such Holder.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the outstanding Notes are to be redeemed or purchased at any timeif less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee, Trustee shall select the Paying Agent outstanding Notes to be redeemed or the Registrar will select Notes accepted for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, payment on a pro rata basis basis, by lot or by such any other method that the Trustee deems fair and reasonableappropriate. No Notes If the Company elects to mail notice of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in partredemption to Holders, the remaining outstanding amount must be Trustee shall at least equal 15 days prior to US$200,000 and integral multiples the date notice of US$1,000 in excess thereof. None of redemption is to be mailed (i) select the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the Notes outstanding Notes not previously called for redemption or purchase. The Registrar will promptly in the manner specified by the Trustee and (ii) notify the Company in writing of the names of each Holder of Notes selected for redemption, the principal amount of Notes held by each such Holder and the principal amount of such Holder's Notes that are to be redeemed. If less than all Notes tendered pursuant to an Offer are to be accepted for payment, the Trustee shall select on or prior to the Purchase Date for such Offer the Notes to be accepted for payment. The Trustee shall select for redemption or purchase and, in the case of any Note selected for partial redemption Notes or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in principal amounts at maturity of US$200,000 $1,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed selected for redemption or purchasedpurchase, the entire outstanding aggregate principal amount of the Notes held by such Holder, even if not a an integral multiple of US$$1,000, shall may be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase tendered pursuant to an Offer also apply to portions of Notes called for redemption or tendered pursuant to an Offer. The Trustee shall notify the Company promptly of the Notes or portions of Notes to be called for redemption or selected for purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed pursuant to Section 5.6 or purchased at any timein an Asset Disposition Offer pursuant to Section 3.5 or a redemption pursuant to Section 5.5, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (ia) if the Notes are in global form, on a pro rata basis or such similar method in accordance with the applicable procedures of DTC and (b) if the Notes are in definitive form, by lot or on a pro rata basis (subject to adjustments to maintain the authorized Notes denomination requirements) except:
(1) if the Notes are listed on any national securities exchange, in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or listed; or
(iii2) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or otherwise required by such other method the Trustee deems fair and reasonablelaw. No Notes in an unauthorized denomination or of a $2,000 in aggregate principal amount of US$200,000 or less may shall be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lotredemption, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 15 days nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase; provided that the Company shall provide the Trustee with sufficient notice of such partial redemption to enable the Trustee to select the Notes for partial redemption. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum principal amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (RBC Bearings INC)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer the Company is redeeming less than all of the Notes are to be redeemed or purchased at any time, the Trustee, Trustee shall select the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) a pro rata basis by lot or by such other similar method as the Trustee in its sole discretion deems to be fair and appropriate; provided, however, that Global Notes will be selected in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Debt to the extent not redeemed or not purchased, shall be issued in the name of the holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased.
(a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an Asset Disposition Offer or a Change of Control Offer at any time, the TrusteeTrustee shall select the applicable Notes to be redeemed or purchased (1) if the applicable Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which such Notes are listed and any applicable depositary procedureslisted, (ii2) if the applicable Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of the Depositary Applicable Procedures or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the applicable Notes are not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems in its sole discretion (without any liability therefor) shall deem fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphappropriate. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption date or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchasedrepurchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 or $1,000 and integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $1,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. No Notes of $1,000 or less shall be redeemed in part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Trust Indenture
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii2) if the Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of DTC or the Depositary or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems to be fair and reasonable. No Notes appropriate, although no Note of a $2,000 in original principal amount of US$200,000 or less may will be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$1,000 $1.00 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1.00 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption); provided that each new Note shall be in a principal amount of $2,000 or an integral multiple of $1.00 in excess thereof.
Appears in 1 contract
Samples: Indenture (Five Point Holdings, LLC)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar Trustee will select Notes for redemption or purchase as follows:
(ia) if the applicable Notes are listed on any national securities exchange (including the Luxembourg Stock Exchange), in compliance with the requirements of the principal national securities exchange, if any, exchange on which Notes they are listed and any applicable depositary procedures, listed; or
(iib) by lot or such other similar method in accordance with if the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a any national securities exchange or cleared through the Depositary or relevant national securities exchange does not have any other applicable clearing systemrequirements, on a pro rata basis basis, by lot or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of as the Trustee, in its sole discretion, shall deem fair and appropriate, provided that no Notes of $200,000 in aggregate principal amount, as the Paying Agent case may be, or the Registrar will less shall be liable for any selections made under this paragraphredeemed in part. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 10 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company Issuer and the Registrar (if not the Issuer) in writing of the Notes selected for redemption or purchase and, in the case of any Note Notes selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in minimum amounts of US$$200,000 or and integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, $1,000 (in excess of $200,000) shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (Virgin Media Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary proceduresor (b) on a pro rata basis or, (ii) to the extent that selection on a pro rata basis is not practicable, by lot or by such other similar method in accordance as the Trustee reasonably considers fair and appropriate; PROVIDED that no partial redemption will reduce the principal amount of a Note not redeemed to be less than $1,000; PROVIDED further, that if a partial redemption is made with the applicable procedures proceeds of an Equity Offering then the Depositary or any other applicable clearing system (if Trustee shall select the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, portions thereof for redemption only on a pro rata basis or by such other method on as nearly a pro rata basis as is practicable (subject to the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selectedDepositary), unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchasesuch method is prohibited. The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole multiples of US$$1,000; no Notes of $1,000 or less can be redeemed in excess thereof; part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be so redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee, the Paying Agent or the Registrar will Trustee shall select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), to be redeemed or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, purchased on a pro rata basis or, by lot or by such other method as the Trustee deems shall deem fair and reasonable. No Notes appropriate, and, in the case of a principal amount of US$200,000 or less may be redeemed or purchased Global Notes, in part, and if Notes are redeemed or purchased in part, accordance with the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None procedures of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary unless otherwise required by law. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the portion of the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral whole multiples of US$$1,000 in excess thereof; no Notes of $2,000 or less shall be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note representing the same Indebtedness to the extent not redeemed shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. (a) If fewer the Company is redeeming less than all of the Notes are to be redeemed or purchased of a series at any time, the Trustee, Trustee shall select the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, such series on which Notes are listed and any applicable depositary procedures, (ii) a pro rata basis by lot or by such other similar method as the Trustee in its sole discretion deems to be fair and appropriate; provided, however, that Global Notes of such series will be selected in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes of the applicable series not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Debt to the extent not redeemed or not purchased, shall be issued in the name of the holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar (as applicable) will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made by it under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, Holder shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, shall be selected on a pro rata basis or by such other method as the Trustee deems fair and reasonable. No appropriate (or, in the case of Global Notes, beneficial interests in such Notes of a principal amount of US$200,000 or less may be redeemed or purchased selected for redemption by the applicable clearing system in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphaccordance with customary procedures). In the event of partial redemption or purchase by lotpurchase, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar Trustee will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will be in amounts of US$200,000 $2,000 or integral whole multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not in the amount of $2,000 or a whole multiple of US$1,000$1,000 thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase. The Company and the Guarantors may acquire Notes and Note Guarantees by means other than a redemption, whether pursuant to a tender offer, open market purchase, negotiated transaction or otherwise, so long as such acquisition does not otherwise violate the terms of this Indenture.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, on which the Notes are listed and any applicable depositary procedures, (ii) by lot or such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iiib) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or, to the extent that selection on a pro rata basis is not practicable, by lot or by such other method the Trustee deems considers fair and reasonable. No appropriate and otherwise in accordance with the procedures of DTC; provided, that no Notes of a principal amount of US$200,000 $2,000 or less (or if a PIK Payment has been made, no PIK Notes of $1.00 or less) may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or an integral multiples multiple of US$$1,000 in excess of $2,000 or, in the case any PIK Payment has been made, in amounts of $1.00 and any integral multiple of $1.00 in excess thereof; no Notes of $2,000 or less (or if a PIK Payment has been made, no PIK Notes of $1.00 or less) can be redeemed in part, except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$1,000 (or if a PIK Payment has been made, a multiple of $1.00), shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (Michaels Companies, Inc.)
Selection of Notes to Be Redeemed or Purchased. If fewer less than all of the Notes are to be redeemed or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (a) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchangeexchange on which the Notes are listed, (b) if anythe Notes are not so listed, on which Notes are listed and any applicable depositary procedures, a pro rata basis to the extent practicable or (iic) by lot or by such other similar method in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDTC. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date Redemption Date by the Registrar Trustee from the outstanding Notes not previously called for redemption or purchase. The Registrar will Trustee shall promptly notify the Company Issuer in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts minimum denominations of US$200,000 or $1.00 and integral multiples of US$1,000 $1.00 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000$1.00, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
Appears in 1 contract
Samples: Indenture (American Media Inc)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the Notes are to be redeemed pursuant to Section 3.07 or purchased in an offer to purchase at any time, the TrusteeTrustee shall select the Notes to be redeemed or purchased (1) if the Notes are listed on any national securities exchange, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchange, if any, exchange on which the Notes are listed and any applicable depositary procedureslisted, (ii2) if the Notes are not so listed but are in global form, then by lot or such other similar method otherwise in accordance with the applicable procedures of DTC or the Depositary or any other applicable clearing system (3) if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes not so listed and are not in global form, then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis basis, by lot or by such other method as the Trustee deems to be fair and reasonable. No Notes appropriate, although no Note of a $2,000 in original principal amount of US$200,000 or less may will be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraph. In the event of partial redemption or purchase by lot, the particular Notes to be redeemed or purchased will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company Issuers in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $2,000 or integral multiples of US$$1,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not $2,000 or a multiple of US$1,000$1,000 in excess thereof, shall be redeemed or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchase.
(c) After the redemption date, upon surrender of a Note to be redeemed in part only, a new Note or Notes in principal amount equal to the unredeemed portion of the original Note, representing the same Indebtedness to the extent not redeemed, shall be issued in the name of the Holder of the Notes upon cancellation of the original Note (or appropriate book entries shall be made to reflect such partial redemption); provided that each new Note shall be in a principal amount of $2,000 or an integral multiple of $1,000 in excess thereof.
Appears in 1 contract
Samples: Indenture (Five Point Holdings, LLC)
Selection of Notes to Be Redeemed or Purchased. (a) If fewer than all of the Notes are to be redeemed or purchased at any time, Euroclear and Clearstream (for the Trustee, Senior Euro Notes) or DTC (in the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements case of the Senior Dollar Notes) will credit their participants’ accounts on a pro rata pass-through distribution of principal national securities exchange, if any, on which Notes are listed basis (with adjustments to prevent fractions). No book-entry interest of less than €100,000 (with respect to the Senior Euro Notes) or $200,000 (with respect to the Senior Dollar Notes) principal amount may be redeemed in part and any applicable depositary procedures, only in multiples of €1,000 (iiwith respect to the Senior Euro Notes) by lot or such other similar method in accordance $1,000 (with respect to the applicable procedures of the Depositary or any other applicable clearing system (if Senior Dollar Notes). If the Notes are Global not held through Euroclear and Clearstream (for the Senior Euro Notes) or DTC (in the case of the Senior Dollar Notes), or Euroclear and Clearstream (iiifor the Senior Euro Notes) if there are or DTC (in the case of the Senior Dollar Notes) prescribe no such requirements method of such exchange or selection the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing systemwill be selected, on a pro rata basis or by basis, subject to adjustments so that no Note in an unauthorized denomination remains outstanding after such other method the Trustee deems fair and reasonableredemption. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the The Trustee, the Principal Paying Agent or and the Registrar will shall not be liable for any selections made under this paragraphSection 3.02(a).
(b) Notices of purchase or redemption will be given to each Holder pursuant to Sections 3.03 and 14.01.
(c) In relation to Definitive Registered Notes, a new Definitive Registered Note in principal amount equal to the unpurchased or unredeemed portion of any Definitive Registered Note purchased or redeemed in part will be issued in the name of the Holder thereof upon cancellation of the original Definitive Registered Note. In the event case of partial redemption or purchase by lota Global Note, the particular Notes to be redeemed or purchased an appropriate notation will be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior made on such Note to the redemption or purchase date by the Registrar from the outstanding Notes not previously called for redemption or purchase. The Registrar will promptly notify the Company in writing of the Notes selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, decrease the principal amount thereof to be redeemed an amount equal to the unredeemed portion thereof. On or purchased. Notes and portions of Notes selected will be after any purchase or redemption date, unless the Issuers default in amounts of US$200,000 or integral multiples of US$1,000 in excess thereof; except that if all the payment of the redemption price, interest shall cease to accrue on Notes of a Holder are to be redeemed or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, shall be redeemed portions thereof tendered for purchase or purchased. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes called for redemption or purchase also apply to portions of Notes called for redemption or purchaseredemption.
Appears in 1 contract
Selection of Notes to Be Redeemed or Purchased. (a) If fewer less than all of the then outstanding Notes of a Series are to be redeemed pursuant to Section 3.07 or purchased in an Offer to Purchase at any time, the Trustee shall select the Notes of such Series to be redeemed or purchased at any time, the Trustee, the Paying Agent or the Registrar will select Notes for redemption or purchase (i) in compliance with the requirements of the principal national securities exchangeexchange on which the Notes of such Series are listed or, if anythe Notes of such Series are not so listed, on which Notes are listed and any applicable depositary proceduresa pro rata basis, (ii) by lot or by such other similar method as the Trustee deems to be fair and appropriate in accordance with the applicable procedures of the Depositary or any other applicable clearing system (if the Notes are Global Notes), or (iii) if there are no such requirements of such exchange or the Notes are not then listed on a national securities exchange or cleared through the Depositary or any other applicable clearing system, on a pro rata basis or by such other method the Trustee deems fair and reasonable. No Notes of a principal amount of US$200,000 or less may be redeemed or purchased in part, and if Notes are redeemed or purchased in part, the remaining outstanding amount must be at least equal to US$200,000 and integral multiples of US$1,000 in excess thereof. None of the Trustee, the Paying Agent or the Registrar will be liable for any selections made under this paragraphDepositary. In the event of partial redemption or purchase by lot, the particular Notes of a Series to be redeemed or purchased will shall be selected, unless otherwise provided herein, not less than 30 nor more than 60 days prior to the redemption or purchase date by the Registrar Trustee from the then outstanding Notes of such Series not previously called for redemption or purchase. .
(b) The Registrar will Trustee shall promptly notify the Company in writing of the Notes of a Series selected for redemption or purchase and, in the case of any Note selected for partial redemption or purchase, the principal amount thereof to be redeemed or purchased. Notes and portions of Notes selected will shall be in amounts of US$200,000 $1,000 or integral multiples of US$1,000 $1,000; provided that no Note of $2,000 in excess thereof; except that if all of the Notes of a Holder are to be redeemed principal amount or purchased, the entire outstanding amount of Notes held by such Holder, even if not a multiple of US$1,000, less shall be redeemed or purchasedin part. Except as provided in the preceding sentence, provisions of this Indenture that apply to Notes of a Series called for redemption or purchase also apply to portions of Notes of such Series called for redemption or purchase.
(c) After the redemption date or purchase date, upon surrender of a Note to be redeemed or purchased in part only, a new Note or Notes of the same Series in principal amount equal to the unredeemed or unpurchased portion of the original Note, representing the same Indebtedness to the extent not redeemed or not purchased, shall be issued in the name of the Holder of the Note so surrendered upon cancellation of such original Note (or appropriate book entries shall be made to reflect such partial redemption).
Appears in 1 contract
Samples: Senior Notes Indenture (WeWork Inc.)