Common use of Successor Issuer Substituted Clause in Contracts

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof, the successor Person formed by such consolidation or into or with which such Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, lease, conveyance or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of such Issuer under this Indenture with the same effect as if such successor Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, premium on or interest on the Notes in the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof.

Appears in 4 contracts

Samples: Indenture (SunCoke Energy Partners, L.P.), Indenture (SunCoke Energy Partners, L.P.), Indenture (SunCoke Energy Partners, L.P.)

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Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer in a transaction that is subject to, and that complies accordance with the provisions of, Section 5.01 hereofforegoing in which such Issuer is not the surviving entity, the successor surviving Person formed by such consolidation or into or with which such Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, leaseconveyance, conveyance lease or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of such Issuer under this Indenture with the same effect as if such successor surviving Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, premium on or interest on the Notes and thereafter (except in the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject toassets), such Issuer will be relieved of all obligations and that complies with covenants under this Indenture and the provisions of, Section 5.01 hereofNotes.

Appears in 2 contracts

Samples: Indenture (Jones Energy, Inc.), Indenture (Jones Energy, Inc.)

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer the Company in a transaction that is subject to, and that complies accordance with the provisions of, Section 5.01 hereofin which the Company is not the surviving entity, the successor Person formed by such consolidation or into or with which such Issuer the Company is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, lease, conveyance or other disposition, the provisions of this Indenture referring to an the IssuerCompany” shall refer instead to the successor Person and not to the predecessor IssuerCompany), and may exercise every right and power of such Issuer the Company under this Indenture with the same effect as if such successor Person had been named as the predecessor Issuer Company herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, premium on or interest on the Notes and thereafter (except in the case of a lease of all or substantially all of such Issuerthe Company’s properties or assets in a transaction that is subject toassets), the Company will be automatically released and that complies with relieved of all obligations and covenants under this Indenture and the provisions of, Section 5.01 hereofNotes.

Appears in 2 contracts

Samples: Supplemental Indenture (Permian Resources Corp), Supplemental Indenture (Permian Resources Corp)

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer in a transaction that is subject to, and that complies accordance with the provisions of, Section 5.01 hereofforegoing in which such Issuer is not the surviving entity, the successor surviving Person formed by such consolidation or into or with which such Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, leaseconveyance, conveyance lease or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of of, such Issuer under this Indenture with the same effect as if such successor surviving Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, premium on or interest on the Notes and thereafter (except in the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject toassets), such Issuer will be relieved of all obligations and that complies with covenants under this Indenture and the provisions of, Section 5.01 hereofNotes.

Appears in 1 contract

Samples: Indenture (Jones Energy, Inc.)

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer in a transaction that is subject to, and that complies with the provisions of, Section 5.01 6.01 hereof, the successor Person formed by such consolidation or into or with which such Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, lease, conveyance or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of such Issuer under this Indenture with the same effect as if such successor Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, or premium on or interest on interest, if any, on, the Notes in the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject to, and that complies with the provisions of, Section 5.01 6.01 hereof.

Appears in 1 contract

Samples: Indenture (Vanguard Natural Resources, LLC)

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Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an the Issuer in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof, the successor Person formed by such consolidation or into or with which such the Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, leaseconveyance, conveyance lease or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of such the Issuer under this Indenture with the same effect as if such successor Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, premium on or interest on the Notes in the case of a lease of all or substantially all of such the Issuer’s properties or assets in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof.

Appears in 1 contract

Samples: Indenture (SunCoke Energy, Inc.)

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyancelease, lease conveyance or other disposition of all or substantially all of the properties or assets of an Issuer Vrio Xxxxx 1 in a transaction that is subject to, and that complies with the provisions of, Section 5.01 5.01(a) hereof, the successor Person corporation formed by such consolidation or into or with which such Issuer Vrio Xxxxx 1 is merged or to which such sale, assignment, transfer, conveyancelease, lease conveyance or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, lease, conveyance or other disposition, the provisions of this Indenture referring to an the IssuerVrio Xxxxx 1” shall refer instead to the successor Person and not to the predecessor Successor Issuer), and may exercise every right and power of such Issuer Vrio Xxxxx 1, as the case may be, under this Indenture with the same effect as if such successor Person had been named as Vrio Xxxxx 1 herein. Upon the Successor Issuer succeeding and being substituted for the predecessor Issuer herein; providedPerson, however, that the predecessor Issuer Person shall not be automatically relieved from the obligation to pay the principal ofof all of its obligations under this Indenture, premium on or interest on the Notes in and the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereofother documentation relating thereto.

Appears in 1 contract

Samples: Indenture (Vrio Corp.)

Successor Issuer Substituted. Upon any consolidation or merger, or any sale, assignment, transfer, conveyance, lease or other disposition of all or substantially all of the properties or assets of an Issuer in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof, the successor Person formed by such consolidation or into or with which such Issuer is merged or to which such sale, assignment, transfer, conveyance, lease or other disposition is made shall succeed to, and be substituted for (so that from and after the date of such consolidation, merger, sale, assignment, transfer, lease, conveyance or other disposition, the provisions of this Indenture referring to an “Issuer” shall refer instead to the successor Person and not to the predecessor Issuer), and may exercise every right and power of such Issuer under this Indenture with the same effect as if such successor Person had been named as the predecessor Issuer herein; provided, however, that the predecessor Issuer shall not be relieved from the obligation to pay the principal of, or premium on or interest on interest, if any, on, the Notes in the case of a lease of all or substantially all of such Issuer’s properties or assets in a transaction that is subject to, and that complies with the provisions of, Section 5.01 hereof.

Appears in 1 contract

Samples: Indenture (QR Energy, LP)

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