Successor Person to be Substituted. In case of any such consolidation, merger, sale, conveyance, transfer or lease and upon the assumption by the Successor Company, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued and unpaid interest on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Company, such Successor Company (if not the Company) shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the Company, with the same effect as if it had been named herein as the party of the first part, and the Company (except in the case of a lease of all or substantially all of the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenture. Such Successor Company thereupon may cause to be signed, and may issue either in its own name or in the name of the Company any or all of the Notes issuable hereunder which theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such Successor Company instead of the Company and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, any Notes that previously shall have been signed and delivered by the Officers of the Company to the Trustee for authentication, and any Notes that such Successor Company thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes had been issued at the date of the execution hereof. In the event of any such consolidation, merger, sale, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or lease, such changes in phraseology and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriate.
Appears in 5 contracts
Samples: Indenture (Wayfair Inc.), Indenture (Wayfair Inc.), Indenture (Wayfair Inc.)
Successor Person to be Substituted. In case of any such consolidation, merger, sale, conveyanceconveyance or transfer, transfer or lease and upon the any such assumption by the successor Person or the Person to whom such sale, conveyance or transfer is made (each such successor Person or such Person to whom such, sale, conveyance or transfer is made referred to herein as a “Successor Company, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued and unpaid interest on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the CompanyPerson”), such Successor Company (if not the Company) Person shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the CompanyIssuer or the Guarantor, as applicable, with the same effect as if it had been named herein as the party of Issuer or the first partGuarantor, and the Company (except in the case of a lease of all or substantially all of the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indentureas applicable. Such Successor Company thereupon Person of the Issuer may cause to be signed, and may issue either in its own name or in the name of the JPMorgan Chase Financial Company LLC any or all of the Notes Securities issuable hereunder which theretofore shall not have been signed by the Company Issuer and delivered to the Trustee; and, upon the order of such Successor Company Person of the Issuer instead of the Company Issuer and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, deliver any Notes that Securities which previously shall have been signed and delivered by the Officers officers of the Company Issuer to the Trustee for authentication, and any Notes that Securities which such Successor Company Person of the Issuer thereafter shall cause to be signed and delivered to the Trustee for that purpose. All of the Notes Securities so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes Securities theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes Securities had been issued at the date of the execution hereof. In the event case of any such consolidation, merger, sale, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or leasetransfer, such changes in phraseology and form (but not in substance) may be made in the Notes Securities thereafter to be issued as may be appropriate. In the event of any such sale, conveyance or transfer, the Issuer, the Guarantor or any Successor Person which shall theretofore have become such in the manner described in this Article shall be discharged from all obligations and covenants under this Indenture and the Securities and may be liquidated and dissolved.
Appears in 2 contracts
Samples: Paying Agent, Registrar & Transfer Agent and Authenticating Agent Agreement (JPMorgan Chase Financial Co. LLC), Warrant Indenture (JPMorgan Chase Financial Co. LLC)
Successor Person to be Substituted. (a) In case of any such consolidation, merger, sale, conveyance, transfer or lease referred to in Section 8.1 and upon the assumption by the Successor Companysuccessor Person, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of of, the due and punctual payment of the principal of and accrued and unpaid interest interest, if any, on all of the Notes, Securities by the Issuer or the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion performance of the Notes Guarantees by the Guarantor and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the CompanyIssuer or the Guarantor, such Successor Company (if not the Company) successor Person shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the Company, Issuer or the Guarantor with the same effect as if it had been named herein as the party of the first part, . Such changes in phraseology and form (but not in substance) may be made in the Company Securities thereafter to be issued as may be appropriate.
(except in b) In the case of a lease of all or substantially all of successor Person to the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenture. Such Successor Company Issuer, such successor Person thereupon may cause to be signed, and may issue either in its own name or in the name of the Company Issuer, any or all of the Notes Securities issuable hereunder which theretofore shall not have been signed by the Company Issuer and delivered to the Trustee; and, upon the order of such Successor Company successor Person instead of the Company Issuer and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, deliver any Notes that Securities which previously shall have been signed and delivered by the Officers officers of the Company Issuer to the Trustee for authentication, and any Notes Securities which such successor Person thereafter shall cause to be signed and delivered to the Trustee for that purpose. In the case of a successor Person to the Guarantor, such Successor Company thereafter successor Person thereupon may cause to be signed and may have noted or endorsed on the Securities in its own name or in the name of the Guarantor, any or all of the Guarantees provided for hereunder which theretofore shall not have been signed by the Guarantor and delivered to the Trustee; and, upon the order of such successor Person instead of the Guarantor and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver any Securities with the Guarantee noted or endorsed thereon which previously shall have been signed and delivered by the officers of the Issuer and the Guarantor to the Trustee for authentication and any Securities with the Guarantee noted or endorsed thereon which such successor Person shall cause to be signed and delivered to the Trustee for that purpose. All the Notes Securities (with the Guarantee noted or enclosed thereon) so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes Securities theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes Securities had been issued at the date of the execution hereof. In the event of any such consolidation, merger, sale, conveyance or transfer (transfer, but not in any such lease, the case of a lease), upon compliance with this Article 11 Issuer or the Person named as the “Company” in the first paragraph of this Indenture (Guarantor or any successor that Person which shall thereafter theretofore have become such in the manner prescribed described in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person Eight shall be released discharged from its liabilities as obligor all obligations and maker of the Notes and from its obligations covenants under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or lease, such changes in phraseology Securities and form (but not in substance) the Guarantees and may be made in the Notes thereafter to be issued as may be appropriatedissolved and liquidated.
Appears in 2 contracts
Samples: Indenture (Textron Financial Canada Funding Corp), Indenture (Textron Financial Canada Funding Corp)
Successor Person to be Substituted. (a) In case of any such consolidation, merger, sale, conveyance, transfer or lease referred to in Section 8.l and upon the assumption by the Successor Companysuccessor Person, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of of, the due and punctual payment of the principal of and accrued and unpaid interest interest, if any, on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes Securities and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the CompanyIssuer, such Successor Company (if not the Company) successor Person shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the Company, Issuer with the same effect as if it had been named herein as the party of the first part, . Such changes in phraseology and form (but not in substance) may be made in the Company Securities thereafter to be issued as may be appropriate.
(except in b) In the case of a lease of all or substantially all of successor Person to the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenture. Such Successor Company Issuer, such successor Person thereupon may cause to be signed, and may issue either in its own name or in the name of the Company Issuer any or all of the Notes Securities issuable hereunder which theretofore shall not have been signed by the Company Issuer and delivered to the Trustee; and, upon the order of such Successor Company successor Person instead of the Company Issuer and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, deliver any Notes that Securities which previously shall have been signed and delivered by the Officers officers of the Company Issuer to the Trustee for authentication, and any Notes that Securities which such Successor Company successor Person thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes Securities so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes Securities theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes Securities had been issued at the date of the execution hereof. In the event of any such consolidation, merger, sale, conveyance or transfer (transfer, but not in any such lease, the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (Issuer or any successor that Person which shall thereafter theretofore have become such in the manner prescribed described in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person Eight shall be released discharged from its liabilities as obligor all obligations and maker of the Notes and from its obligations covenants under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or lease, such changes in phraseology Securities and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriatedissolved and liquidated.
Appears in 1 contract
Samples: Indenture (Textron Financial Corp)
Successor Person to be Substituted. In case of any such consolidation, merger, sale, conveyance, transfer or lease Business Combination Event and upon the assumption by the Successor CompanyPerson, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued and unpaid interest on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Company, such Successor Company Person (if not the Company) shall succeed to and, except in the case of a lease of all or substantially all of the consolidated assets of the Company and the Company’s properties and assetsSubsidiaries, taken as a whole, shall be substituted for the Company, with the same effect as if it had been named herein as the party of the first part, and the Company (except in the case of a lease of all or substantially all of the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenture. Such Successor Company Person thereupon may cause to be signed, and may issue either in its own name or in the name of the Company any or all of the Notes issuable hereunder which theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such Successor Company Person instead of the Company and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, any Notes that previously shall have been signed and delivered by the Officers of the Company to the Trustee for authentication, and any Notes that such Successor Company Person thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes had been issued at the date of the execution hereof. In the event of any such consolidation, merger, sale, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or leaseBusiness Combination Event, such changes in phraseology and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriate.
Appears in 1 contract
Samples: Indenture (Tpi Composites, Inc)
Successor Person to be Substituted. In case of Upon any such consolidation, merger, sale, conveyance, transfer or lease transaction and upon the assumption by the Successor CompanyPerson, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued and unpaid interest on all of the Notes, the due and punctual delivery or and/or payment, as the case may be, of any consideration due upon conversion of the Notes and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Company, such Successor Company Person (if not the Company) shall succeed to andto, except in the case and may exercise every right and power of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for for, the Company, with the same effect as if it had been named herein as the party of the first part, and the Company (except in the case of a lease of all or substantially all of the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenturelease. Such Successor Company Person thereupon may cause to be signed, and may issue either in its own name or in the name of the Company any or all of the Notes issuable hereunder which theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such Successor Company Person instead of the Company and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, any Notes that previously shall have been signed and delivered by the Officers any Officer of the Company to the Trustee for authentication, and any Notes that such Successor Company Person thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes had been issued at the date of the execution hereof. In the event of any such consolidation, binding share exchange, merger, sale, assignment, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 VI, the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, such Person shall be released from its liabilities as obligor and maker of the Notes and from its obligations under this Indenture and the Notes. In case of any such consolidation, merger, sale, conveyance, transfer or leasetransaction, such changes in phraseology and form (but not in substance) may be made in the Notes thereafter to be issued as may be appropriate.
Appears in 1 contract
Successor Person to be Substituted. In case of any such consolidation, merger, sale, conveyance, transfer conveyance or lease and upon the assumption by the Successor Companysuccessor Person, by supplemental indenture, executed and delivered to the Trustee and satisfactory in form to the Trustee, of the due and punctual payment of the principal of and accrued premium, if any, and unpaid interest on all of the Notes, the due and punctual delivery or payment, as the case may be, of any consideration due upon conversion of the Notes Debentures and the due and punctual performance of all of the covenants and conditions of this Indenture to be performed by the Company, such Successor Company (if not the Company) successor Person shall succeed to and, except in the case of a lease of all or substantially all of the Company’s properties and assets, shall be substituted for the Company, with the same effect as if it had been named herein as the party of the this first part, and the Company (except in the case of a lease of all or substantially all of the Company’s property and assets) shall be discharged from the obligations of the Company under the Notes and this Indenture. Such Successor Company successor Person thereupon may cause to be signed, and may issue either in its own name or in the name of the Company Mentor Graphics Corporation any or all of the Notes Debentures, issuable hereunder which that theretofore shall not have been signed by the Company and delivered to the Trustee; and, upon the order of such Successor Company successor Person instead of the Company and subject to all the terms, conditions and limitations in this Indenture prescribed, the Trustee shall authenticate and shall deliver, or cause to be authenticated and delivered, any Notes Debentures that previously shall have been signed and delivered by the Officers officers of the Company to the Trustee for authentication, and any Notes Debentures that such Successor Company successor Person thereafter shall cause to be signed and delivered to the Trustee for that purpose. All the Notes Debentures so issued shall in all respects have the same legal rank and benefit under this Indenture as the Notes Debentures theretofore or thereafter issued in accordance with the terms of this Indenture as though all of such Notes Debentures had been issued at the date of the execution hereof. In the event of any such consolidation, merger, salesale or conveyance, conveyance or transfer (but not in the case of a lease), upon compliance with this Article 11 the Person named as the “Company” in the first paragraph of this Indenture (or any successor that shall thereafter have become such in the manner prescribed in this Article 11) 12 may be dissolved, wound up and liquidated at any time thereafter and, except in the case of a lease, and such Person shall be released from its liabilities as obligor and maker of the Notes Debentures and from its obligations under this Indenture and the NotesIndenture. In case of any such consolidation, merger, sale, conveyance, transfer conveyance or lease, such changes in phraseology and form (but not in substance) may be made in the Notes Debentures thereafter to be issued as may be appropriate.
Appears in 1 contract
Samples: Indenture (Mentor Graphics Corp)