Common use of Series of Bonds Clause in Contracts

Series of Bonds. There shall be a series of bonds designated "5.18% Series due 2034" (herein sometimes referred to as the "Twenty-sixth Series"), each of which shall also bear the descriptive title "First Mortgage Bond,” and the form thereof attached hereto as Exhibit A, as established by Resolution of the Board of Directors of the Company and shall contain suitable provisions with respect to the matters hereinafter in this Article I specified. Bonds of the Twenty-sixth Series shall be issued from time to time as fully registered bonds in denominations of One Hundred Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof). Bonds of the Twenty-sixth Series shall mature on August 4, 2034 (the “Stated Maturity of the bonds of the Twenty-sixth Series”) and bear interest at the rate of 5.18% per annum, payable semi-annually on February 4 and August 4 of each year, commencing February 4, 2024, and at the Stated Maturity of the bonds of the Twenty-sixth Series; and the principal of, and premium, if any, and, unless otherwise agreed between the Company and the registered owner of any bonds of the Twenty-sixth Series registered in the name of such registered owner, interest on, each such bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York or as otherwise provided in the form of bond of the Twenty-sixth Series, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. Bonds of the Twenty-sixth Series shall be dated as in Section 10 of the Mortgage provided. The bonds of the Twenty-sixth Series shall be payable and have and be subject to such other terms as provided in the form of bond of the Twenty-sixth Series established by the Board of Directors in a Resolution filed with the Corporate Trustee referring to the Twenty-sixth Series and shall have and be subject to such other terms as are provided in the Mortgage. All references in the Mortgage to the principal amount of bonds shall, when used with respect to the bonds of the Twenty-sixth Series, mean the unpaid principal amount thereof, except that, (a) for the purposes of transfers of fully registered bonds under Section 13 of the Mortgage, the term “like principal amount” shall, when used with respect to the bonds of the Twenty-sixth Series, mean “like aggregate unpaid principal amount,” and (b) for the purposes of exchanges of temporary bonds under Section 15 of the Mortgage, the term “like aggregate principal amount” shall, when used with respect to the bonds of the Twenty-sixth Series, mean “like aggregate unpaid principal amount.”

Appears in 1 contract

Samples: Supplemental Indenture (Northwest Natural Gas Co)

AutoNDA by SimpleDocs

Series of Bonds. (I) There shall be a series of bonds designated "5.18First Mortgage Bonds, 7.75% Series due 20342007" (herein sometimes referred to as the "bonds of the Twenty-sixth seventh Series" or the "Bonds"), each of which shall also bear the descriptive title "First Mortgage Bond,” and the form thereof attached hereto as Exhibit Athereof, as which has been established by Resolution of the Board of Directors of the Company and shall contain suitable provisions with respect to the matters hereinafter in this Article I specifiedCompany, is set forth on Exhibit C hereto. Bonds The bonds of the Twenty-sixth seventh Series shall be issued from time to time as fully registered bonds in denominations of One Hundred Thousand Dollars and, at the option of the Company, any amount in any multiple or multiples of One Thousand Dollars excess thereof (the exercise of such option to be evidenced by the execution and delivery thereof). ) and shall be dated as in Section 10 of the Mortgage provided. (II) The Bonds of the Twenty-sixth seventh Series shall mature on August 4mature, 2034 (shall bear interest and shall be payable as set forth below: the “Stated Maturity principal of the bonds of the Twenty-sixth Series”seventh Series shall (unless theretofor paid) and be payable on the Stated Maturity Date (as hereinafter defined); the Bonds of the Twenty-seventh Series shall bear interest at the rate of 5.18% seven and seventy-five one-hundredths per centum (7.75%) per annum; interest on such bonds shall accrue from and including the date of the initial authentication and delivery thereof, except as otherwise provided in the form of bond attached hereto as Exhibit C; interest on such bonds shall be payable semi-annually on February 4 and August 4 of each year, commencing February 4, 2024, Interest Payment Date and at the Stated Maturity (as each of the bonds of the Twenty-sixth Seriessuch terms is hereafter defined); and interest on such bonds during any period for which payment is made shall be computed on the basis of a 360-day year consisting of twelve 30-days months; the principal of, of and premium, if any, and, unless otherwise agreed between the Company and the registered owner of any bonds interest on each bond of the Twenty-sixth seventh Series registered in the name of such registered owner, interest on, each such bond payable at Maturity shall be payable upon presentation thereof at the office or agency of the Company in the Borough of Manhattan, The City of New York or as otherwise provided in the form of bond of the Twenty-sixth SeriesYork, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. Bonds The interest on each bond of the Twenty-sixth seventh Series (other than interest payable at Maturity) shall be payable by check, in similar coin or currency, mailed to the registered owner thereof as of the close of business on the Record Date next preceding each Interest Payment Date; provided, however, that if such registered owner shall be a securities depositary, such payment may be made by such other means in lieu of check as shall be agreed upon by the Company, the Trustee and such registered owner. (III) The bonds of the Twenty-seventh Series shall not be dated as in Section 10 subject to redemption prior to the Stated Maturity Date. (a) At the option of the Mortgage providedregistered owner, any bonds of the Twenty-seventh Series, upon surrender thereof for cancellation at the office or agency of the Company in the Borough of Manhattan, The City of New York, shall be exchangeable for a like aggregate principal amount of bonds of the same series of other authorized denominations. The bonds of the Twenty-sixth seventh Series shall be payable transferable, upon the surrender thereof for cancellation, together with a written instrument of transfer in form approved by the registrar duly executed by the registered owner or by his duly authorized attorney, at the office or agency of the Company in the Borough of Manhattan, The City of New York. Notwithstanding the foregoing, if any bond to be transferred in whole or in part is a Restricted Definitive Bond, or is a Regulation S Definitive Bond and the transfer is to occur during the Restricted Period, then such transfer may be effect only if the Trustee and the Company shall have received from the transferor (1) a Restricted Securities Certificate, satisfactory to the Company and duly executed by the registered holder or his attorney duly authorized in writing, in which case the transferee shall take delivery in the form of a Restricted Bond or (2) a Regulation S Certificate, satisfactory to the Company and duly executed by the registered holder or his attorney duly authorized in writing, in which case the transferee shall take delivery in the form of a Regulation S Bond. Terms used in this Article which have not been heretofore defined or are not defined in this Article are defined in Article III. Upon any exchange or transfer of bonds of the Twenty-seventh Series, the Company may make a charge therefor sufficient to reimburse it for any tax or taxes or other governmental charge, as provided in Section 12 of the Mortgage, but the Company hereby waives any right to make a charge in addition thereto or any exchange or transfer of bonds of the Twenty-seventh Series; provided, however, that the Company shall not be required to make any transfer or exchange of any bonds of the Twenty-seventh Series for a period of 10 days next preceding any selection of such bonds for redemption, nor shall it be required to make transfers or exchange of any bonds of the Twenty-seventh Series which shall have been selected for redemption in whole or in part or as to which the Company shall have received a notice for the redemption thereof in whole or in part at the option of the registered owner. (b) The bonds of the Twenty-seventh Series are initially to be issued in global form, registered in the name of Cede & Co., as nominee for The Depository Trust Company (the "Depositary"), as provided in Article III hereof. Notwithstanding the provisions of subdivision (a) above, such bonds shall not be transferable, nor shall any purported transfer be registered, except as follows: (i) such bonds may be transferred in whole, and appropriate registration of transfer effected, to the Depositary, or by the Depositary to another nominee thereof, or by any nominee of the Depositary to any other nominee thereof, or by the Depositary or any nominee thereof to any successor securities depositary or any nominee thereof; (ii) such bonds may be transferred in whole, and appropriate registration of transfer effected, to the beneficial holders thereof, and thereafter shall be transferable subject to subsection (c) below, if: (A) The Depositary, or any successor securities depositary, shall have notified the Company and the Trustee that (I) it is unwilling or unable to continue to act as securities depositary with respect to such bonds or (II) it is no longer a clearing agency registered under the Securities Exchange Act of 1934, as amended, and, in either case, the Trustee shall not have been notified by the Company within one hundred twenty (120) days of the identity of a successor securities depositary with respect to such bonds; or (B) the Company shall have delivered to the Trustee a written order to the effect that such bonds shall be so transferable on and after a date specified therein. The bonds of the Twenty-seventh Series, when in global form, shall bear a legend as to such global form and the foregoing restrictions on transfer substantially as set forth below: This global bond is held by Cede & Co., as nominee for The Depository Trust Company (the "Depositary") for the benefit of the beneficial owners hereof. This bond may not be transferred, nor may any purported transfer be registered, except that (i) this bond may be transferred in whole, and appropriate registration of transfer effected, if such transfer is by Cede & Co., as nominee for the Depositary, to the Depositary, or by the Depositary to another nominee thereof, or by any nominee of the Depositary to any other terms nominee thereof, or by the Depositary or any nominee thereof to any successor bonds depositary or any nominee thereof; and (ii) this bond may be transferred, and appropriate registration of transfer effected, to the beneficial holders hereof, and thereafter shall be transferable without restrictions (except as provided in the form preceding paragraph) if: (A) the Depositary, or any successor securities depositary, shall have notified the Company and the Trustee that (I) it is unwilling or unable to continue to act as securities depositary with respect to the bonds or (II) it is no longer a clearing agency registered under the Securities Exchange Act of 1934, as amended, and, in either case, the Trustee shall not have been notified by the Company within one hundred twenty (120) days of the identity of a successor securities depositary with respect to the bonds; or (B) the Company shall have delivered to the Trustee a written order to the effect that the bonds shall be so transferable on and after a date specified therein. Any certificated Bond issued in exchange for an interest in a Global Bond will bear the legend restricting transfers that is borne by such Global Bond. (c) Unless and until the Company shall have delivered to the Trustee a written order to the contrary in accordance with this Twenty-ninth Supplemental Indenture, each global bond of the Twenty-sixth seventh Series established by shall bear a legend to the Board effect of Directors clause (b) above, and each bond of such series shall bear a further legend as follows: (i) in the case of a bond offered and sold in reliance on Rule 144A, "The bonds evidenced hereby have not been registered under the United States Securities Act of 1933 (the "Securities Act") and may not be offered, sold, pledged or otherwise transferred except (1) to a person whom the seller reasonably believes is a qualified institutional buyer within the meaning of Rule 144A under Securities Act purchasing for its own account or for the account of a qualified institutional buyer in a Resolution filed transaction meeting the requirements of Rule 144A, (2) in an offshore transaction complying with Rule 903 or Rule 904 of Regulation S under the Corporate Trustee referring Securities Act or (3) pursuant to an exemption from registration under the Securities Act provided by Rule 144 thereunder (if available), in each case, in accordance with all applicable securities laws of the states of the Untied States." (ii) in the case of a bond offered and sold in reliance on Regulation S, "The bonds evidenced hereby have not been registered under the United States Securities Act of 1933 (the "Securities Act") and may not be offered, sold or delivered in the United States or to, or for the account or benefit of, any U.S. person, unless the bonds are registered under the Securities Act or an exemption from the registration requirements of the Securities Act is available." (V) For all purposes of this Twenty-sixth Series ninth Supplemental Indenture, except as otherwise expressly provided or unless the context otherwise requires, the terms and shall have and be subject to such other terms as are provided in the Mortgage. All references in the Mortgage to the principal amount of bonds shall, when used with respect to the bonds of the Twenty-sixth Series, mean seventh Series listed below shall have the unpaid principal amount thereof, except that, (a) for the purposes of transfers of fully registered bonds under Section 13 of the Mortgage, the term “like principal amount” shall, when used with respect to the bonds of the Twenty-sixth Series, mean “like aggregate unpaid principal amount,” and (b) for the purposes of exchanges of temporary bonds under Section 15 of the Mortgage, the term “like aggregate principal amount” shall, when used with respect to the bonds of the Twenty-sixth Series, mean “like aggregate unpaid principal amount.”meanings specified:

Appears in 1 contract

Samples: Supplemental Indenture (Avista Corp)

Series of Bonds. There shall be a series of bonds designated "5.185.43% Series due 20342053" (herein sometimes referred to as the "Twenty-sixth fifth Series"), each of which shall also bear the descriptive title "First Mortgage Bond,” and the form thereof attached hereto as Exhibit A, as established by Resolution of the Board of Directors of the Company and shall contain suitable provisions with respect to the matters hereinafter in this Article I specified. Bonds of the Twenty-sixth fifth Series shall be issued from time to time as fully registered bonds in denominations of One Hundred Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof). Bonds of the Twenty-sixth fifth Series shall mature on August 4January 6, 2034 2053 (the “Stated Maturity of the bonds of the Twenty-sixth SeriesMaturity”) and bear interest at the rate of 5.185.43% per annum, payable semi-annually on February 4 January 6 and August 4 July 6 of each year, commencing February 4July 6, 20242023, and at the Stated Maturity of the bonds of the Twenty-sixth SeriesMaturity; and the principal of, and premium, if any, and, unless otherwise agreed between the Company and the registered owner of any bonds of the Twenty-sixth fifth Series registered in the name of such registered owner, interest on, each such bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York or as otherwise provided in the form of bond of the Twenty-sixth fifth Series, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. Bonds of the Twenty-sixth fifth Series shall be dated as in Section 10 of the Mortgage provided. The bonds of the Twenty-sixth fifth Series shall be payable and have and be subject to such other terms as provided in the form of bond of the Twenty-sixth fifth Series established by the Board of Directors in a Resolution filed with the Corporate Trustee referring to the Twenty-sixth fifth Series and shall have and be subject to such other terms as are provided in the Mortgage. All references in the Mortgage to the principal amount of bonds shall, when used with respect to the bonds of the Twenty-sixth fifth Series, mean the unpaid principal amount thereof, except that, (a) for the purposes of transfers of fully registered bonds under Section 13 of the Mortgage, the term “like principal amount” shall, when used with respect to the bonds of the Twenty-sixth fifth Series, mean “like aggregate unpaid principal amount,” and (b) for the purposes of exchanges of temporary bonds under Section 15 of the Mortgage, the term “like aggregate principal amount” shall, when used with respect to the bonds of the Twenty-sixth fifth Series, mean “like aggregate unpaid principal amount.”

Appears in 1 contract

Samples: Supplemental Indenture (Northwest Natural Gas Co)

AutoNDA by SimpleDocs

Series of Bonds. There shall be a series of bonds designated "5.184.11% Series due 20342048" (herein sometimes referred to as the "Twenty-sixth third Series"), each of which shall also bear the descriptive title "First Mortgage Bond,” ", and the form thereof attached hereto as Exhibit A, as established by Resolution of the Board of Directors of the Company and shall contain suitable provisions with respect to the matters hereinafter in this Article I specified. Bonds of the Twenty-sixth third Series shall be issued from time to time as fully registered bonds in denominations of One Hundred Thousand Dollars and, at the option of the Company, in any multiple or multiples of One Thousand Dollars (the exercise of such option to be evidenced by the execution and delivery thereof). Bonds of the Twenty-sixth third Series shall mature on August 4September 10, 2034 2048 (the “Stated Maturity of the bonds of the Twenty-sixth SeriesMaturity”) and bear interest at the rate of 5.184.11% per annum, payable semi-annually on February 4 1 and August 4 1 of each year, commencing February 41, 20242019, and at the Stated Maturity of the bonds of the Twenty-sixth SeriesMaturity; and the principal of, and premium, if any, and, unless otherwise agreed between the Company and the registered owner of any bonds of the Twenty-sixth third Series registered in the name of such registered owner, interest on, each such bond shall be payable at the office or agency of the Company in the Borough of Manhattan, The City of New York or as otherwise provided in the form of bond of the Twenty-sixth third Series, in such coin or currency of the United States of America as at the time of payment is legal tender for public and private debts. Bonds of the Twenty-sixth third Series shall be dated as in Section 10 of the Mortgage provided. The bonds of the Twenty-sixth third Series shall be payable and have and be subject to such other terms as provided in the form of bond of the Twenty-sixth third Series established by the Board of Directors in a Resolution filed with the Corporate Trustee referring to the Twenty-sixth third Series and shall have and be subject to such other terms as are provided in the Mortgage. All references in the Mortgage to the principal amount of bonds shall, when used with respect to the bonds of the Twenty-sixth third Series, mean the unpaid principal amount thereof, except that, (a) for the purposes of transfers of fully registered bonds under Section 13 of the Mortgage, the term “like principal amount” shall, when used with respect to the bonds of the Twenty-sixth third Series, mean “like aggregate unpaid principal amount,” ”, and (b) for the purposes of exchanges of temporary bonds under Section 15 of the Mortgage, the term “like aggregate principal amount” shall, when used with respect to the bonds of the Twenty-sixth third Series, mean “like aggregate unpaid principal amount.

Appears in 1 contract

Samples: Supplemental Indenture (Northwest Natural Gas Co)

Draft better contracts in just 5 minutes Get the weekly Law Insider newsletter packed with expert videos, webinars, ebooks, and more!