Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the Company, when authorized by a Board Resolution, and the Trustee at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes: (1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities contained, all as provided in Article Ten; (2) to evidence and provide for the acceptance of appointment by another Person as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.08; (3) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities (if such covenants are for less than all series, stating that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company provided that such action shall not adversely affect the interests of the Holders of Securities of any series then Outstanding; (4) to add any additional Events of Default or Defaults; (5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respect; (6) to secure the Securities; (7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof; (8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee; (9) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities; (10) to qualify the Indenture under the TIA; or (11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.
Appears in 2 contracts
Samples: Subordinated Notes Indenture (Bok Financial Corp Et Al), Subordinated Notes Indenture (Bok Financial Corp Et Al)
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the The Company, when authorized by a Board Resolution, and the Trustee at any time and may from time to timethe consent of the Security holders, may enter into for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1a) to evidence the succession of another Person corporation to the Company, or successive successions, and the assumption by any such the successor corporation of the covenants covenants, agreements and obligations of the Company herein and in the Securities containedCompany, all as provided in pursuant to Article TenXI hereof;
(2b) to add to the covenants of the Company such further covenants, restrictions or conditions for the protection of the holders of Debt Securities as the Board of Directors shall consider to be for the protection of the holders of such Debt Securities, and to make the occurrence, or the occurrence and continuance, of a Default in any of such additional covenants, restrictions or conditions a Default or an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction or condition such supplemental indenture may provide for a particular period of grace after Default (which period may be shorter or longer than that allowed in the case of other Defaults) or may provide for an immediate enforcement upon such Default or may limit the remedies available to the Trustee upon such default;
(c) to cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture, or to make such other provisions in regard to matters or questions arising under this Indenture, provided, that any such action shall not adversely affect the interests of the holders of the Debt Securities then outstanding;
(d) to add to, delete from, or revise the terms of Debt Securities, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Debt Securities, including to provide for transfer procedures and restrictions substantially similar to those applicable to the Capital Securities, as required by Section 2.05 (for purposes of assuring that no registration of Debt Securities is required under the Securities Act), provided, that any such action shall not adversely affect the interests of the holders of the Debt Securities then outstanding (it being understood, for purposes of this proviso, that transfer restrictions on Debt Securities substantially similar to those applicable to Capital Securities shall not be deemed to adversely affect the holders of the Debt Securities);
(e) to evidence and provide for the acceptance of appointment hereunder by another Person as a successor Trustee hereunder with respect to one or more series of the Debt Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 8.086.10;
(3f) to add to the covenants and agreements of the Company for the benefit of the Holders of all or make any series of Securities change (if such covenants are for less other than all series, stating as elsewhere provided in this Section) that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company provided that such action shall does not adversely affect the interests of the Holders of Securities rights of any series then Outstanding;
(4) to add any additional Events of Default or Defaults;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding Security holder in any material respect;; or
(6) to secure the Securities;
(7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof;
(8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;
(9g) to provide for the issuance of uncertificated Securities and establish the form and terms and conditions of one or more series in the place of certificated Debt Securities;
(10) , to qualify establish the Indenture under the TIA; or
(11) to comply with the rules and regulations form of any securities exchange certifications required to be furnished pursuant to the terms of this Indenture or automated quotation system on which any the Debt Securities, or to add to the rights of the Securities may be listed or tradedholders of Debt Securities. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the holders of any of the Debt Securities at the time outstanding, notwithstanding any of the provisions of Section 9.02.
Appears in 1 contract
Samples: Indenture (Hf Financial Corp)
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the (a) The Company, when authorized by a Board Resolution, and the Trustee may from time to time and at any time and from time to time, may enter into an indenture or indentures supplemental hereto for one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to make such provision in regard to matters or questions arising under this Indenture as may be necessary or desirable, and not inconsistent with this Indenture or prejudicial to the interests of the Holders, for the purpose of supplying any omission, curing any ambiguity, or curing, correcting or supplementing any defective or inconsistent provision;
(2) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall become effective only when there is no Security outstanding created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision or such change or elimination is applicable only to Securities issued after the effective date of such change or elimination;
(3) to establish the form of Securities as permitted by Section 2.01 hereof or to establish or reflect any terms of any Security determined pursuant to Section 2.05 hereof;
(4) to evidence the succession of another Person corporation to the Company, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities contained, all as provided in Article TenSecurities;
(25) to evidence and provide grant to or confer upon the Trustee for the acceptance of appointment by another Person as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any benefit of the provisions of this Indenture as shall be necessary to provide for Holders any additional rights, remedies, powers or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.08authority;
(36) to permit the Trustee to comply with any duties imposed upon it by law;
(7) to specify further the duties and responsibilities of, and to define further the relationships among the Trustee, any Authenticating Agent and any paying agent;
(8) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities (if such covenants are for less than all seriesHolders, stating that such covenants are to add to the security for the benefit of such series), Securities or to surrender any a right or power herein conferred upon on the Company provided that such action shall not adversely affect the interests of the Holders of Securities of any series then Outstanding;
(4) to add any additional Events of Default or Defaults;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respect;
(6) to secure the Securities;
(7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof;
(8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;; and
(9) to provide for make any other change that is not prejudicial to the issuance of uncertificated Securities of one Trustee or more series in the place of certificated Securities;Holders.
(10b) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge transfer and assignment of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise.
(c) Any supplemental indenture authorized by this Section 12.01 may be executed by the Company and the Trustee without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 12.02 hereof.
Appears in 1 contract
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the CompanyCompany and the Guarantor, when authorized by a Board Resolution, and the Trustee for the Securities of any or all series, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to evidence the succession of another Person corporation to the CompanyCompany and the Guarantor, and the assumption by any such successor of the covenants and obligations of the Company or the Guarantor herein and in the Securities or the Guarantees contained, all as provided in Article Ten;
(2) to evidence and provide for the acceptance of appointment by another Person corporation as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.088.11;
(3) to add to the covenants and agreements of the Company or the Guarantor for the benefit of the Holders of all or any series of Securities and the Coupons, if any, appertaining thereto (if such covenants are for less than all series, stating that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company or the Guarantor provided that such action shall not adversely affect the interests of the Holders of Securities of any series then OutstandingOutstanding and the Holders of the Coupons, if any, appertaining thereto;
(4) to add any additional Events of Default or Defaults;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding and Coupons, if any, appertaining thereto;
(5) to secure the Securities in any material respectaccordance with the provisions of Section 5.08;
(6) to secure the Securities;
(7) to establish any additional form of Security, as permitted by Section 2.03, and to provide for the issuance of any additional series of Securities and Coupons, if any, appertaining thereto as permitted by Section 3.01, and to set forth the terms thereof;
(8) 7) to evidence and provide for permit payment in the acceptance United States of appointment hereunder by a successor Trustee with respect to the principal, premium or interest on Unregistered Securities or of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;interest on Coupon Securities; or
(9) 8) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities;
(10) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the 92 - 82 - Trustee’s 's own rights, duties or immunities under this Indenture or otherwise.
Appears in 1 contract
Samples: Indenture (PNC Funding Corp)
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the Company, when authorized by a Board Resolution, and the Trustee for the Securities of any or all series, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to evidence the succession of another Person corporation to the Company, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities contained, all as provided in Article Ten;
(2) to evidence and provide for the acceptance of appointment by another Person corporation as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.088.11;
(3) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities and the Coupons, if any, appertaining thereto (if such covenants are for less than all series, stating that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company provided that such action shall not adversely affect the interests of the Holders of Securities of any series then OutstandingOutstanding and the Holders of the Coupons, if any, appertaining thereto;
(4) to add any additional Events of Default or Defaults;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respectand Coupons, if any, appertaining thereto;
(6) to secure the Securities;
(75) to establish any additional form of Security, as permitted by Section 2.03, and to provide for the issuance of any additional series of Securities and Coupons, if any, appertaining thereto as permitted by Section 3.01, and to set forth the terms thereof;
(8) 6) to evidence and provide for permit payment in the acceptance United States of appointment hereunder by a successor Trustee with respect to the principal, premium or interest on Unregistered Securities or of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;interest on Coupon Securities; or
(97) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities;
(10) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s 's own rights, duties or immunities under this Indenture or otherwise.
Appears in 1 contract
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the CompanyCompany and the Guarantor, when authorized by a Board ResolutionResolution (a copy of which shall be delivered to the Trustee), and the Trustee for the Securities, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to evidence the succession of another Person corporation to the CompanyCompany and the Guarantor, and the assumption by any such successor of the covenants and obligations of the Company or the Guarantor herein and in the Securities or the Guarantees contained, all as provided in Article Ten;
(2) to evidence and provide for the acceptance of appointment by another Person as a successor Trustee hereunder with respect to one or more series of the Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.088.11;
(3) to add to the covenants and agreements of the Company or the Guarantor for the benefit of the Holders of all or any series of Securities (if such covenants are for less than all series, stating that such covenants are for the benefit of such series)Securities, or to surrender any right or power herein conferred upon the Company or the Guarantor provided that such action shall not adversely affect the interests of the Holders of Securities of any series then Outstandingthe Securities;
(4) to add any additional Events of Default or Defaults;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities;
(5) to secure the Securities in accordance with the provisions of any series then Outstanding in any material respectSection 4.09;
(6) to secure permit payment in the United States of principal, or interest on Securities;; or
(7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof;
(8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;
(9) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities;
(10) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company and the Guarantor in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.
Appears in 1 contract
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the Company, when authorized by a Board Resolution, and the Trustee at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to evidence the succession of another Person to the Company, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities contained, all as provided in Article Ten;
(2) to evidence and provide for the acceptance of appointment by another Person as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.08;
(3) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities (if such covenants are for less than all series, stating that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company provided that such action shall not adversely affect the interests of the Holders of Securities of any series then Outstanding;
(4) to add any additional Events of Default or DefaultsDefault;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respect;
(6) to secure the Securities;
(7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof;
(8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;
(9) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities;
(10) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.
Appears in 1 contract
Samples: Subordinated Notes Indenture (First Niagara Financial Group Inc)
Supplemental Indentures Without Consent of Security Holders. Without the consent of the Holders of any Securities, the Company, when authorized by a Board Resolution, and the Trustee for the Securities of any or all series, at any time and from time to time, may enter into one or more indentures supplemental hereto, in form satisfactory to the Trustee, for any of the following purposes:
(1) to evidence the succession of another Person corporation to the Company, and the assumption by any such successor of the covenants and obligations of the Company herein and in the Securities contained, all as provided in Article Ten;
(2) to evidence and provide for the acceptance of appointment by another Person corporation as a successor Trustee hereunder with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to Section 8.08;
(3) to add to the covenants and agreements of the Company for the benefit of the Holders of all or any series of Securities (if such covenants are for less than all series, stating that such covenants are for the benefit of such series), or to surrender any right or power herein conferred upon the Company provided that such action shall not adversely affect the interests of the Holders of Securities of any series then Outstanding;
(4) to add any additional Events of Default or DefaultsDefault;
(5) to cure any ambiguity, to correct or supplement any provision herein which may be defective or inconsistent with any other provision herein, or to make any other provisions with respect to matters or questions arising under this Indenture provided such other provisions shall not adversely affect the interests of the Holders of Securities of any series then Outstanding in any material respectOutstanding;
(6) to secure the Securities;
(7) to establish any form of Security, as permitted by Section 2.03, and to provide for the issuance of any series of Securities as permitted by Section 3.01, and to set forth the terms thereof;
(8) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to the Securities of one or more series and to add to or change any of the provisions of this Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one Trustee;
(9) to provide for the issuance of uncertificated Securities of one or more series in the place of certificated Securities;
(10) to qualify the Indenture under the TIA; or
(11) to comply with the rules and regulations of any securities exchange or automated quotation system on which any of the Securities may be listed or traded. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Company in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations which may be therein contained and to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but the Trustee shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s own rights, duties or immunities under this Indenture or otherwise.
Appears in 1 contract
Samples: Senior Notes Indenture (First Niagara Financial Group Inc)