Common use of Supplemental Indentures Without Consent of Securityholders Clause in Contracts

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 11 contracts

Samples: Indenture (GasLog Partners LP), Indenture (GasLog Ltd.), Indenture (GasLog Ltd.)

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Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence the assumption by the Guarantor of all of the rights and provide for obligations of the acceptance of appointment Issuer hereunder by a successor trustee with respect to a series of Securities and under the Securities of one or more such series and to add to or change any the release of the provisions Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of this Indenture such series, all 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 provided in Section 5.1012.06 hereof. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 11 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Subordinated Indenture (Teva Pharmaceutical Finance Co B.V.), Senior Indenture (Teva Pharmaceutical Finance Co B.V.)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 9 contracts

Samples: Subordinated Indenture (Morgan Stanley Dean Witter & Co), Junior Subordinated Indenture (MSDW Capital Trust V), Indenture (Nvidia Corp/Ca)

Supplemental Indentures Without Consent of Securityholders. The Issuer(1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 6 contracts

Samples: Senior Indenture (Axis Capital Holdings LTD), Senior Indenture (AXIS Specialty Finance PLC), Subordinated Indenture (AXIS Specialty Finance PLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture and the Securities; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee its Board of Directors shall consider to be for the protection of the Holders of any series of Securities, and to make the occurrence, or the occurrence and continuance, continuance of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; andSection 3.1; (f) to provide for the issuance under this Indenture of Securities in coupon form (including Securities registrable as to principal only), to provide for interchangeability thereof with Securities in registered form of the same series and to make all appropriate changes for such purpose, or to permit or facilitate the issuance of Securities of any series in uncertificated form; (g) to provide for the issuance under this Indenture of Securities denominated or payable in currency other than Dollars and to make all appropriate changes for such purpose; (h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one Securities, pursuant to Section 7.11, 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, Trustee; (i) to modify any restrictions on and procedures for resales of Securities of any series that is not registered pursuant to the requirements Securities Act to reflect any change in applicable law or regulation (or the interpretation thereof) or in practices relating to the resale or transfer of Section 5.10restricted securities generally and to modify any legends placed on such securities to reflect such restrictions and procedures; (j) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable to conform to provisions of the Trust Indenture Act as at the time in effect, provided that such action shall not materially adversely affect the interests of the Holders of the Securities of any series; and (k) otherwise to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee is hereby authorized to join with the Issuer 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 adversely 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 Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Appears in 5 contracts

Samples: Indenture (Idacorp Trust Iii), Indenture (Idacorp Trust Iii), Indenture (Idacorp Trust Iii)

Supplemental Indentures Without Consent of Securityholders. The Issuer(1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section 8.1 may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 5 contracts

Samples: Junior Subordinated Indenture (Axis Capital Holdings LTD), Junior Subordinated Indenture (AXIS Specialty Finance LLC), Junior Subordinated Indenture (AXIS Specialty Finance LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions Board Resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) 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, pursuant to the requirements of Section 5.106.11; and (g) to comply with the requirements of the Trust Indenture Act of 1939. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 5 contracts

Samples: Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp), Subordinated Indenture (Source One Mortgage Services Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 5 contracts

Samples: Senior Indenture (Abn Amro Bank Nv), Subordinated Indenture (Abn Amro Bank Nv), Senior Indenture (Abn Amro Bank Nv)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, that in respect of any such additional covenant, restriction, condition or provision 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 4 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) and the Guarantor, when authorized by officers a resolution of the Issuer authorized thereby)Guarantor’s Board of Directors, the Securities Administrator and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer and or the Trustee Guarantor, as the case may be, shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form forms or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee or securities administrator 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, pursuant to the requirements of Section 5.106.11. The Trustee and the Securities Administrator is hereby authorized to join with the Issuer 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 (with respect to the Trustee) to accept the conveyance, transfer, assignment, mortgage or pledge of any property thereunder, but neither the Trustee nor the Securities Administrator shall not be obligated to enter into any such supplemental indenture which affects the Trustee’s or the Securities Administrator’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 4 contracts

Samples: Indenture (Royal Bank of Scotland Group PLC), Subordinated Indenture (Abn Amro Bank Nv), Indenture (Abn Amro Bank Nv)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and Parent, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee for the Securities of any and all Series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or Parent, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or Parent pursuant to Article 8Nine; (c) to add to the covenants of the Issuer and Parent such further covenants, restrictions, conditions or provisions as the Issuer their Boards of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) to cure any ambiguity or to correct or supplement any provision contained herein or in any supplemental indenture which may way 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 and 2.03; and; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11; or (g) to evidence the assumption by Parent of all of the rights and obligations of the Issuer hereunder with respect to a Series of Securities and under the Securities of such Series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such Series, all as provided in Section 14.05 hereof. The Trustee is hereby authorized to join with the Issuer and Parent 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 4 contracts

Samples: Indenture (Whirlpool Corp /De/), Indenture (Whirlpool Emea Finance S.A R.L.), Indenture (Whirlpool Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, each when authorized by by, or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity of the covenants, agreements agreements, rights and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer and or the Trustee Guarantor shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit default; (e) to provide for the right assumption by the Guarantor of the Holders covenants, agreements, rights and obligations of a majority the Issuer pursuant to Section 2.15; (f) to provide for the issuance under this Indenture of Securities in aggregate bearer form (including Securities registrable as to principal amount only) with or without interest coupons and to provide for exchangeability of such Securities with the Securities of the same series or tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (dg) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fi) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 4 contracts

Samples: Subordinated Debt Indenture (Royal Ahold), Indenture (Ahold Finance Usa Inc), Subordinated Debt Indenture (Royal Ahold)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time time, without the consent of any of the Securityholders, enter into an indenture or indentures supplemental hereto in form satisfactory to the Trustee for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity a corporation, limited liability company, partnership or trust to the Issuer, or successive successions, and the assumption by the such successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to cure any ambiguity ambiguity, defect or inconsistency, or to correct conform this Indenture 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (fg) 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, pursuant to the requirements of Section 5.106.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (j) to make any other change that does not adversely affect the interests of the Holders of the Securities in any material respect. The Trustee is hereby authorized to shall join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 4 contracts

Samples: Indenture (Intercept Pharmaceuticals, Inc.), Exchange Agreement (Intercept Pharmaceuticals, Inc.), Subscription Agreement (Intercept Pharmaceuticals, Inc.)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Company Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may for the Securities of any or all Series may, from time to time and at any time time, enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, Company or successive successions, and the assumption by the successor legal such entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8Company herein and in the Securities; (cb) to add to the covenants Events of the Issuer Default such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be Events of Default for the protection of the Holders of SecuritiesSecurities of any or all Series (and, and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event Events of Default permitting are to be for the enforcement benefit of less than all the Series of Securities stating that such Events of Default are being added solely for the benefit of one or any of the several remedies provided in this Indenture as herein set forthmore particular Series); provided, that that, in respect of any such additional covenantEvents of Default, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right rights of the Holders of a majority in aggregate principal amount of the applicable Securities of such series to waive upon such an Event of Default; (c) to add to the covenants of the Company such further covenants for the protection of the Holders of Securities of any or all Series (and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of one or more particular Series), or to surrender any right or power herein conferred upon the Company with regard to all or any Securities of any or all Series (and, if such surrender is to be for the benefit of less than all the Series of Securities stating that such surrender is being added solely for the benefit of one or more particular Series); (d) 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 or under any supplemental indenture as the Company Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or form, terms and conditions of Securities of any series Series and the Coupons, if any, as permitted by Sections 2.01 and 2.03; and; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11; (g) to delete, modify or add provisions of this Indenture; provided that, except as otherwise contemplated by Section 2.03, such deletion, modification or addition does not apply to any Outstanding Security created prior to the date of such supplemental indenture; (h) to secure, or, if applicable, provide additional security for, any Securities and to provide for matters relating thereto, and to provide for the release of any collateral as security for any Securities; or (i) to amend or supplement any provision contained herein, which was required to be contained herein in order for this Indenture to be qualified under the Trust Indenture Act, if the Trust Indenture Act or regulations thereunder change what is so required to be included in qualified indentures, in any manner not inconsistent with what then may be required for such qualification. The Trustee is hereby authorized to join with the Issuer 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 collateral 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. Any supplemental indenture authorized by the provisions of this section Section 8.01 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 4 contracts

Samples: Indenture (MidWestOne Financial Group, Inc.), Indenture (Alerus Financial Corp), Indenture (MidWestOne Financial Group, Inc.)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.032.3; andor (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series 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 the one trustee, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 4 contracts

Samples: Indenture (Enhance Financial Services Group Inc), Indenture (Cna Financial Corp), Indenture (Enhance Financial Services Group Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, that in respect of any such additional covenant, restriction, condition or provision 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 4 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII), Junior Subordinated Indenture (Morgan Stanley), Junior Subordinated Indenture (Morgan Stanley Capital Trust VIII)

Supplemental Indentures Without Consent of Securityholders. (1) The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 3 contracts

Samples: Senior Indenture (Scottish Annuity & Life Holdings LTD), Junior Subordinated Indenture (Scottish Annuity & Life Holdings LTD), Subordinated Indenture (Scottish Annuity & Life Holdings LTD)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by or pursuant to a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), the Guarantor and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities, Guarantees or Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons or Guarantees appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) 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, pursuant to the requirements of Section 5.106.12; and (g) to change or eliminate any of the provisions of this Indenture, or to add any new provision to this Indenture, in respect of one or more series of Securities; provided, however, that any such change, elimination or addition shall not apply to any Security Outstanding on the date of such indenture supplemental hereto. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 3 contracts

Samples: Indenture (Weyerhaeuser Co), Indenture (Plum Creek Timber Co Inc), Indenture (Plum Creek Timber Co Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions Board Resolution may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Trustee may may, from time to time time, and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 3 contracts

Samples: Senior Indenture (Orix Corp), Senior Indenture (Orix Corp), Senior Indenture (Orix Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, each when authorized by by, or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or Tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and2.6; (fh) 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, pursuant to the requirements of Section 5.105.9; (i) to add to or change any provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities convertible into other securities; or (j) to effectuate the provisions of Section 11.5(b). The Upon the request of the Issuer and the Guarantor, accompanied by copies of Resolutions authorizing the execution of any such supplemental indenture, certified by the secretary or any assistant secretary of each of the Issuer and the Guarantor, the Trustee is hereby authorized to shall join with the Issuer 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 (but may in its discretion) enter into any such supplemental indenture which adversely 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 Section may be executed by the Issuer, the Guarantor and the Trustee without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Appears in 3 contracts

Samples: Indenture (Newmont Usa LTD), Indenture (Newmont Mining Corp /De/), Indenture (Newmont Mining Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Company (when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized therebyDirectors), the Guarantor (when authorized by a Guarantor’s Board Resolution) and the Trustee for the Securities of an effected Series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939, if such act shall then be applicable to the Indenture, as in force at the date of the execution thereof), in form satisfactory to such Trustee, and applicable to a particular Series of Securities or all Series of Securities outstanding or to be outstanding hereunder for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity Corporation to the IssuerCompany or the Guarantor, or successive successions, and the assumption by the successor legal entity Corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company or the Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of not less than a majority in aggregate principal amount at Maturity of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors or the Guarantor’s Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11; or (g) for the issuance of a different Series of Securities; provided, that prior to the issuance of any such different Series, a supplemental indenture may change any provision of this Indenture applicable only to such Series. Any amendment described in clause (d) above made solely to conform this Indenture or the Securities of a particular Series to the final offering memorandum or other disclosure document provided to investors in connection with the initial offering of such Securities by the Company will not be deemed to adversely affect the interests of the Holders in any respect. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 3 contracts

Samples: Subordinated Indenture (Max USA Holdings Ltd.), Senior Indenture (Max USA Holdings Ltd.), Indenture (Max Re Capital LTD)

Supplemental Indentures Without Consent of Securityholders. The (a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (ciii) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (div) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities or Coupons in any material respectmanner; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (fvi) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11. (b) The Trustee is hereby authorized to join with the Issuer 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. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 3 contracts

Samples: Subordinated Indenture (Greenlight Capital Re, Ltd.), Subordinated Indenture (Alterra Finance LLC), Subordinated Indenture (Max USA Holdings Ltd.)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, each when authorized by by, or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or Tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, in the Securities of any series or in the Guaranty or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and2.6; (fh) 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, pursuant to the requirements of Section 5.105.9; (i) to add to or change any provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities convertible into other securities; or (j) to effectuate the provisions of Section 12.5(b). The Upon the request of the Issuer and the Guarantor, accompanied by copies of Resolutions authorizing the execution of any such supplemental indenture, certified by the secretary or any assistant secretary of each of the Issuer and the Guarantor, the Trustee is hereby authorized to shall join with the Issuer 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 (but may in its discretion) enter into any such supplemental indenture which adversely 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 Section may be executed by the Issuer, the Guarantor and the Trustee without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Appears in 3 contracts

Samples: Indenture (Newmont Mining Corp /De/), Indenture (Newmont Usa LTD), Indenture (Newmont Mining Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) and the Guarantors, when authorized by officers a resolution of the Issuer authorized thereby)their respective Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or any Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or such Guarantor, as the case may be, pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantors, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer or the Guarantors, as the case may be, and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantors may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form forms or terms of Securities of any series as permitted by Sections Section 2.01 and Section 2.03; and; (f) 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, pursuant to the requirements of Section 5.106.11; and (g) to evidence the assumption by the Guarantors of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 13.07 hereof. The Trustee is hereby authorized to join with the Issuer and the Guarantors 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 3 contracts

Samples: Senior Indenture (Abn Amro Bank Nv), Senior Indenture (Bank of America Corp /De/), Subordinated Indenture (Abn Amro Bank Nv)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities, (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, however, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 3 contracts

Samples: Senior Subordinated Indenture (Belco Oil & Gas Corp), Senior Subordinated Indenture (Belco Oil & Gas Corp), Senior Subordinated Indenture (Seagull Energy Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCorporation, when authorized by a resolution of its the Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b1) to evidence the succession of another legal entity corporation to the IssuerCorporation, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Corporation pursuant to Article 8Twelve hereof; (c2) to add to the covenants of the Issuer Corporation such further covenants, restrictions, restrictions or conditions or provisions for the protection of the holders of the Securities as the Issuer Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default Default in any of such additional covenants, restrictions, restrictions or conditions a Default or provisions 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, restriction or condition or provision such supplemental indenture may provide for a particular period of grace after default Default (which period may be shorter or longer than that allowed in the case of other defaultsDefaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d3) to provide for the issuance under this Indenture of Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such purpose; (4) 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; indenture or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests interest of the Holders holders of the Securities in any material respectSecurities; (e5) to establish add to the form conditions, limitations and restrictions on the authorized amount, terms or terms purposes of Securities issue, authentication and delivery of any series Securities, as permitted by Sections 2.01 herein set forth, other conditions, limitations and 2.03restrictions thereafter to be observed; andor (f6) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 Trusts hereunder by more than one trusteeTrustee, pursuant to the requirements of Section 5.108.11 hereof. The Trustee is hereby authorized to join with the Issuer Corporation 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 own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 11.01 may be executed by the Corporation and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0211.02.

Appears in 3 contracts

Samples: Indenture (Baltimore Gas & Electric Co), Indenture (Atlantic City Electric Co), Indenture (Baltimore Gas & Electric Co)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 3 contracts

Samples: Indenture (Universal Health Services Inc), Indenture (Universal Health Services Inc), Indenture (Emerson Electric Co)

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of any holders of the Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as it shall be in force at the date of execution of such indenture or indentures) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity Successor of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Eleven; (cb) to add to the covenants and agreements of the Issuer Company such further covenants, restrictionsagreements, restrictions or conditions for the protection of the holders of the Securities of all or provisions any series as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of Securities of such series (and if such covenants, agreements, restrictions or conditions are to be for the benefit of less than all series of Securities, stating that such covenants, agreements, restrictions or conditions are expressly being included for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictionsagreements, restrictions or conditions a default or provisions 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, restrictionagreement, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event of Default default or may limit the right of the Holders holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event default; (c) to add, delete or modify any Events of DefaultDefault with respect to all or any series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture as permitted in Sections 2.01, 2.02 and 2.03 (and, if any such event of default is applicable to fewer than all such series of the Securities, specifying the series to which such event of default is applicable), and to specify the rights and remedies of the Trustee and the holders of such Securities in connection therewith; (d) 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 provisions contained herein or in any supplemental indenture; , or to make such any other addition, modification or elimination as shall not be inconsistent with the provisions in regard to matters or questions arising under of this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish the form or and terms of the Securities of any series as permitted by in Sections 2.01 2.01, 2.02 and 2.03, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, terms of purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; and (f) 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, pursuant to the requirements of Section 5.107.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may Section shall be executed without by the Company and the Trustee and shall not require the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0210.02.

Appears in 3 contracts

Samples: Indenture (Kansas City Power & Light Co), Indenture (Kansas City Power & Light Co), Indenture (Kansas City Power & Light Co)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force on the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Issuer, as the case may be, pursuant to Article 8Eight; (c) 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, pursuant to the requirements of Section 5.10; (d) to define the term “Event of Default” (and if such defined Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); (e) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions (and if such further covenants, restrictions, conditions or provisions are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) as the Board of Directors of the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (df) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eg) to establish the form or terms of Securities of any series as permitted by Sections Section 2.01 and Section 2.03; and; (fh) 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 to such extent as shall be necessary to provide for permit or facilitate the administration issuance of Securities in bearer form, registrable or not registrable as to principal, and with or without interest coupons, or to permit or facilitate the issuance of Securities in uncertificated form, provided that any such action shall not adversely affect the interests of the trusts hereunder by Holders of Securities of any series in any material respect; and (i) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more than one trusteeseries of Securities, pursuant provided that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the requirements execution of Section 5.10such supplemental indenture and entitled to the benefit of such provision nor (B) modify the rights of the Holder of any such Security with respect to such provision or (ii) shall become effective only when there is no Security Outstanding. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Indenture (Nokia Corp), Indenture (Nokia Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), in accordance with or pursuant to a Company Order) and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, Issuer or successive successions, and the assumption by the successor legal entity of the respective covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture or any supplemental indenture; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as or to surrender any right, power or option conferred by this Indenture on the Issuer as its Board of Directors and the Trustee shall consider to be for the protection or benefit of the Holders of all or any series of Securities or Coupons of any series (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are being added solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default Default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, that no action under this clause (d) shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to make any change to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act of 1939, as amended; (g) 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, pursuant to the requirements of Section 5.106.10; and (h) to provide for uncertificated Securities in addition to certificated Securities, so long as such uncertificated Securities are in registered form for United States federal income tax purposes. The Trustee is hereby authorized to join with the Issuer 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 duties, immunities or immunities liabilities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Freeport McMoran Copper & Gold Inc), Senior Indenture (Freeport McMoran Copper & Gold Inc)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, when authorized by a resolution by, or pursuant to Resolutions of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their respective Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer or the Guarantor; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) 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 change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respectat the time Outstanding; (eg) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fh) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 2 contracts

Samples: Indenture (Textron Financial Canada Funding Corp), Indenture (Textron Financial Canada Funding Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor's Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. (g) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer 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 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Orvet Pharmaceuticals Finance Sa), Subordinated Indenture (Orvet Pharmaceuticals Finance Sa)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its the Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may may, from time to time and at any time time, enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) without the consent of the Holders of Securities for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are expressly being included solely for the benefit of such series) such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any series, and to make the occurrence, or the occurrence and continuance, of a default in complying with any such additional covenantscovenant, restrictionsrestriction, conditions condition or provisions provision an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision provision, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 as the Issuer may deem necessary or desirable, with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which Indenture, provided that no such action shall not adversely affect the interests of the Holders of the Securities in of any material respectseries appertaining thereto; (e) to establish the form or and terms of the Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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, pursuant to the requirements of all as provided in Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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 or assets 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Indenture (Puget Sound Energy Inc), Indenture (Laclede Capital Trust I)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany and the Guarantor, when authorized by a resolution resolutions of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their respective Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Securityholders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany or the Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8X hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Board may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more Global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) 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, pursuant to the requirements of Section 5.106.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect as evidenced by an Opinion of Counsel delivered to the Trustee; (h) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (i) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities and the Guarantees of any series, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer 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 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 Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Appears in 2 contracts

Samples: Indenture (Countrywide Home Loans Inc), Indenture (Countrywide Home Loans Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03; andSection 2.3; (fvi) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.10; (vii) to make any change to the provisions of Article 11 that limits or terminates the benefits applicable to any holder of Senior Debt; and (viii) to make any other changes that do not materially and adversely affect the Holders of any Securities or the Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer 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. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Subordinated Indenture (Enstar Finance LLC), Subordinated Indenture (Enstar Finance LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, PROVIDED that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Indenture (Lubrizol Corp), Indenture (Lubrizol Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee for the Securities of any or all series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one any or more all series any property or assets; provided, however, that such conveyance, transfer, assignment, mortgage or pledge is consistent with the provisions of Section 4.6 hereof; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture and the Securities; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities and the Coupons, if any, appertaining thereto, or to surrender any right or power conferred upon the Issuer, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to add any additional Events of Default (and, if such Events of Default are to be applicable to less than all series of Securities, stating that such Events of Default are only applicable to specified series); (e) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of any Securities or the Securities in any material respectCoupons, if any, appertaining thereto; (ef) to establish the form or terms of Securities of any series and the Coupons, if any, appertaining thereto as permitted by Sections 2.01 and 2.03; andSection 3.1; (fg) to permit payment in the United States of principal, premium or interest on Unregistered Securities or of interest on Coupon Securities; (h) to provide for the issuance of uncertificated Securities of one or more series in addition to or in place of certificated Securities; (i) 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 or 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 trusteeTrustee, pursuant to the requirements of Section 5.107.11; and (j) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Appears in 2 contracts

Samples: Indenture (Itt Corp /Nv/), Indenture (Itt Corp /Nv/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by a resolution of its Board Resolutions (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), in accordance with or pursuant to a Company Order) and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, Issuer or successive successions, and the assumption by the successor legal entity of the respective covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture or any supplemental indenture; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as or to surrender any right, power or option conferred by this Indenture on the Issuer as its Board of Directors and the Trustee shall consider to be for the protection or benefit of the Holders of all or any series of Securities or Coupons of any series (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are being added solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default Default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, that no action under this clause (d) shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to make any change to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act of 1939, as amended; (g) 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, pursuant to the requirements of Section 5.106.10; and (h) to provide for uncertificated Securities in addition to certificated Securities, so long as such uncertificated Securities are in registered form for United States federal income tax purposes. The Trustee is hereby authorized to join with the Issuer 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 duties, immunities or immunities liabilities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Freeport McMoran Copper & Gold Inc), Senior Indenture (McMoran Exploration Co /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. (g) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 2 contracts

Samples: Indenture (McKesson Corp), Indenture (McKesson Financing Trust Iv)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, however, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 2 contracts

Samples: Senior Indenture (Belco Oil & Gas Corp), Senior Indenture (Belco Oil & Gas Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that Resolution, the specific terms of such action may be determined Guarantor[s], when authorized by officers of [the Issuer authorized thereby), respective] Guarantor Authorizing Resolution[s] and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto in form satisfactory to the Trustee for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerCompany or [the] [any] Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer Company or the Guarantor[s] pursuant to Article 89; (c) to add to the covenants of the Issuer Company or the Guarantor[s] such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee Board of Directors shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 conform this Indenture or under any supplemental indenture as to the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (fg) 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, pursuant to the requirements of Section 5.106.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (j) to make any other change that does not adversely affect the interests of the Holders of the Securities in any material respect. The Trustee is hereby authorized to join with the Issuer Company and the Guarantor[s] 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 2 contracts

Samples: Indenture (Discovery Communications, LLC), Indenture (Discovery Communications, LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, Issuer or Hovnanian or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant or Hovnanian herein and in the Securities or the Guarantees or to otherwise evidence compliance with Article 8Nine hereof; (c) to add to the covenants of the Issuer or Hovnanian such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), or to surrender any right or power herein conferred upon the Issuer or Hovnanian, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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; ; (e) to establish the form or terms of Securities or the Guarantees to be endorsed thereon of any series as permitted by Sections 2.1 and 2.3, to provide for any Guarantees of the Securities of any series and to confirm and evidence the termination or discharge of any Guarantee of or mortgage, lien, pledge, charge, security interest or encumbrance securing the Securities of a series when such release, termination or discharge is permitted by the Indenture; (f) to provide for the issuance of uncertificated Securities of any series (including Securities registrable as to principal only) in addition to or in place of certificated Securities and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in regard Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to matters evidence and provide for the acceptance of appointment hereunder of a Trustee other than Wilmington Trust Company as Trustee for a series of Securities and to add to or questions arising under change any of the provisions of this Indenture as shall be necessary to provide for or under any supplemental indenture facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as the Board may deem be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03; andsuch supplemental indenture; (fk) 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, pursuant to the requirements of Section 5.106.11; (l) to conform the text of this Indenture, the Securities of any series, or the Guarantees to any provision of the “Description of Debt Securities” section of any prospectus or the comparable section in any applicable prospectus supplement that is used to sell the Securities of such series to the extent that such provision was intended to be a verbatim recitation of a provision of this Indenture, the Securities of such series sold thereby, or the Guarantees thereof; and (m) to make any other change that does not adversely affect the legal rights of any Holder of Securities of the series affected by such change. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc)

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of the Holders of any Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that Resolution, [the specific terms of such action may be determined Guarantor, when authorized by officers of the Issuer authorized thereby), a Guarantor's Board Resolution,] and the Trustee may Trustee, at any time and from time to time and at any time 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: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b1) to evidence the succession of another legal entity Person to the IssuerCompany, [or successive successions, the Guarantor] and the assumption by the any such successor legal entity of the covenants, agreements and obligations covenants of the Issuer pursuant to Article 8;Company [or the Guarantor] herein and in the Securities contained; or (c2) to add to the covenants of the Issuer Company [or the Guarantor], or to surrender any right or power herein conferred upon the Company [or the Guarantor], for the benefit of the Holders of the Securities of any or all series (and if such further covenants, restrictions, conditions covenants or provisions as the Issuer and the Trustee shall consider surrender of such right or power are to be for the protection benefit of the Holders less than all series of Securities, and to make stating that such covenants are expressly being included or such surrenders are expressly being made solely for the occurrence, benefit of one or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthmore specified series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default;or (d3) to cure any ambiguity or ambiguity, 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; herein, or to make such any other provisions in regard with respect to matters or questions arising under this Indenture; or (4) to add to this Indenture such provisions as may be expressly permitted by the TIA, excluding, however, the provisions referred to in Section 316(a)(2) of the TIA as in effect at the date as of which this instrument was executed or under any supplemental indenture corre sponding provision in any similar federal statute hereafter enacted; or (5) to establish any form of Security, as provided in Article Two, and to provide for the Board may deem necessary or desirable issuance of any series of Securities as provided in Article Three and which shall not adversely affect to set forth the interests terms thereof, and/or to add to the rights of the Holders of the Securities in of any material respect;series; or (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f6) to evidence and provide for the acceptance of appointment hereunder by another corporation as a successor trustee Trustee hereunder with respect to the Securities of 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 trusteeTrustee, pursuant to Section 611; or (7) to add any additional Events of Default in respect of the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer in the execution Securities of any or all series (and if such additional Events of Default are to be in respect of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of one or more specified series); or (8) to provide for the issuance of Securities in coupon as well as fully registered form. No supplemental indentureindenture for the purposes identified in Clauses (2), to make any further appropriate agreements and stipulations which (3), (5) or (7) above may be therein contained and entered into if to accept do so would adversely affect 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent interest of the Holders of Securities of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02series.

Appears in 2 contracts

Samples: Subordinated Indenture (Fund American Co Inc/New), Subordinated Indenture (Fund American Co Inc/New)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 2 contracts

Samples: Indenture (Unionbancal Corp), Indenture (Unionbancal Finance Trust Iv)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Guarantor and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such release, termination, discharge or retaking is provided for under this Indenture; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or the Guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; (j) to evidence and provide for the acceptance of appointment hereunder by of a successor trustee with respect to the or a Trustee (other than The Bank of New York Mellon) for a series of 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 the successor trustee or more than one trusteeTrustee, as the case may be, pursuant to the requirements of Section 5.10; (k) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (l) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities under the Trust Indenture Act of 1939; (m) to reduce the minimum denomination of any series of Securities; (n) to prohibit the authentication and delivery of additional series of Securities; (o) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (p) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (q) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series of Securities to any provision of the “Description of Notes” in any offering memorandum or prospectus relating to the issuance of such series; or (r) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Finance Co B.V.), Subordinated Indenture (Teva Pharmaceutical Finance Co B.V.)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)) and the Guarantor, when authorized by a resolution of the Guarantor's Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer or the Guarantor, as the case may be, and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (f) 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, pursuant to the requirements of Section 5.10; and (g) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.07 hereof. The Trustee is hereby authorized to join with the Issuer 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 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Lasalle Funding LLC), Subordinated Indenture (Lasalle Funding LLC)

Supplemental Indentures Without Consent of Securityholders. The Without the consent of any Holders of Securities, the Issuer, when authorized by by, or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8Eight; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection benefit of the Holders of Securities, one or more series of Securities (and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer; (d) to add additional Events of Default permitting the enforcement of all or and to provide with respect thereto for any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental indenture may provide for a particular period periods 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 an Event default or for any limitation of Default or may limit the remedies available to the Trustee upon such an Event default; (e) to provide for the issuance under this Indenture of Default Securities in bearer form (including Securities registrable as to principal only) with or may limit the right without interest coupons and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series or tranche, as the case may be, issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (df) to cure any ambiguity or to correct or supplement any provision contained herein herein, the Securities of any series or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture; or to change or eliminate any provision or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which shall not adversely affect affect, in any material respect, the interests of the Holders of the Securities in any material respectat the time Outstanding; (eg) to amend or supplement any provision contained herein or in any supplemental indenture, provided that no such amendment or supplement shall materially adversely affect the interests of the Holders of any Securities then Outstanding; (h) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.5; andor (fi) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 2 contracts

Samples: Subordinated Debt Indenture (Stolt Offshore S A), Subordinated Debt Indenture (Stolt Offshore S A)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions reso- lution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: : (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security secu- rity for the Securities of one or more series any property or assets; ; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8; Nine; (c) to add to the covenants of the Issuer such further covenants, restrictionsrestric- tions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision such supplemental sup- plemental indenture may provide for a particular period of grace after default de- fault (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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; ; (d) to cure any ambiguity or to correct or supplement any provision contained con- tained herein or in any supplemental indenture which may be defective or inconsistent in- consistent 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.57

Appears in 2 contracts

Samples: Indenture (New Tenneco Inc), Indenture (New Tenneco Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by a resolution of its Board Resolutions (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), in accordance with or pursuant to a Company Order) and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, Issuer or successive successions, and the assumption by the successor legal entity of the respective covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture or any supplemental indenture; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as or to surrender any right, power or option conferred by this Indenture on the Issuer as its Board of Directors and the Trustee shall consider to be for the protection or benefit of the Holders of all or any series Securities or Coupons of any series (and if such covenants are to be for the benefit of less than all series of Securities, stating that such covenants are being added solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default Default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under in any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, that no action under this clause (d) shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; (f) to make any change to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act of 1939, as amended; and (fg) 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, pursuant to the requirements of Section 5.106.10; and (h) to provide for uncertificated Securities in addition to certificated Securities, so long as such uncertificated Securities are in registered form for United States federal income tax purposes. The Trustee is hereby authorized to join with the Issuer 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 duties, immunities or immunities liabilities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Subordinated Indenture (Freeport McMoran Copper & Gold Inc), Subordinated Indenture (McMoran Exploration Co /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, that in respect of any such additional covenant, restriction, condition or provision 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 an a Default or Event of Default or may limit the remedies available to the Trustee upon such an a Default or Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an a Default or Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 2 contracts

Samples: Junior Subordinated Indenture (Morgan Stanley Capital Trust XI), Junior Subordinated Indenture (Morgan Stanley Capital Trust XI)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, copies of which shall be delivered to the Trustee, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect, as determined by the Board of the Issuer, as evidenced in a Board Resolution; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; (f) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; and (fg) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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, as determined by the Trustee in its sole discretion. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Debt Indenture (Gazit Group Financial LLC), Subordinated Debt Indenture (Gazit Group Financial LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03; andSection 2.3; (fvi) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.10; (vii) to make any change to the provisions of Article 11 that limits or terminates the benefits applicable to any holder of Senior Debt or Subordinated Indebtedness; and (viii) to make any other changes that do not materially and adversely affect the Holders of any Securities or the Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer 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. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Junior Subordinated Indenture (Enstar Group LTD), Junior Subordinated Indenture (Enstar Finance LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), a copy of which shall be delivered to the Trustee, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect, as determined by the Board, as evidenced in a Board Resolution; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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, as determined by the Trustee in its sole discretion. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Debt Indenture (Gazit Group Financial LLC), Subordinated Debt Indenture (Gazit Group Financial LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer1. In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to cure any ambiguity or mistake 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.106.11; (g) to make any other changes that do not materially adversely affect holders of the affected Securities; (h) for the issuance of a different series of Securities; provided, that prior to the issuance of any such different series, a supplemental indenture may change any provision of this Indenture applicable only to such series; or (i) to conform the terms hereof, as amended and supplemented, that are applicable to the Securities of any series to the description of the terms of such Securities in the offering memorandum, prospectus supplement or other offering document applicable to such Securities at the time of initial sale thereof. 2. The Trustee is hereby authorized to join with the Issuer 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. 3. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Subordinated Indenture (Argo Group Us, Inc.), Senior Indenture (Argo Group Us, Inc.)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time time, without the consent of any of the Securityholders, enter into an indenture or indentures supplemental hereto in form satisfactory to the Trustee for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity a corporation, limited liability company, partnership or trust to the Issuer, or successive successions, and the assumption by the such successor legal entity of the covenants, agreements and obligations of the Issuer pursuant to, or to otherwise comply with, Article 89; (c) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act of 1939, as amended; (d) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (de) to cure any ambiguity ambiguity, defect or inconsistency, or to correct conform this Indenture 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (ef) to provide for or add guarantors for the Securities of one or more series; (g) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (fh) 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, pursuant to the requirements of Section 5.106.11; (i) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (j) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (k) to make any other change that does not adversely affect the interests of the Holders of the Securities in any material respect. The Trustee is hereby authorized to shall join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 2 contracts

Samples: Indenture (Concert Pharmaceuticals, Inc.), Indenture (Concert Pharmaceuticals, Inc.)

Supplemental Indentures Without Consent of Securityholders. The IssuerWithout the consent of the Holders of any Securities, the Company, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that Resolution, [the specific terms of such action may be determined Guarantor, when authorized by officers of the Issuer authorized thereby), a Guarantor's Board Resolution,] and the Trustee may Trustee, at any time and from time to time and at any time 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: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b1) to evidence the succession of another legal entity Person to the Issuer, Company [or successive successionsthe Guarantor], and the assumption by the any such successor legal entity of the covenants, agreements and obligations covenants of the Issuer pursuant to Article 8;Company [or the Guarantor] herein and in the Securities contained; or (c2) to add to the covenants of the Issuer Company [or the Guarantor], or to surrender any right or power herein conferred upon the Company [or the Guarantor], for the benefit of the Holders of the Securities of any or all series (and if such further covenants, restrictions, conditions covenants or provisions as the Issuer and the Trustee shall consider surrender of such right or power are to be for the protection benefit of the Holders less than all series of Securities, and to make stating that such covenants are expressly being included or such surrenders are expressly being made solely for the occurrence, benefit of one or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthmore specified series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default;or (d3) to cure any ambiguity or ambiguity, 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; herein, or to make such any other provisions in regard with respect to matters or questions arising under this Indenture; or (4) to add to this Indenture such provisions as may be expressly permitted by the TIA, excluding, however, the provisions referred to in Section 316(a)(2) of the TIA as in effect at the date as of which this instrument was executed or under any supplemental indenture corresponding provision in any similar federal statute hereafter enacted; or (5) to establish any form of Security, as provided in Article Two, and to provide for the Board may deem necessary or desirable issuance of any series of Securities as provided in Article Three and which shall not adversely affect to set forth the interests terms thereof, and/or to add to the rights of the Holders of the Securities in of any material respect;series; or (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f6) to evidence and provide for the acceptance of appointment hereunder by another corporation as a successor trustee Trustee hereunder with respect to the Securities of 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 trusteeTrustee, pursuant to Section 611; or (7) to add any additional Events of Default in respect of the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer in the execution Securities of any or all series (and if such additional Events of Default are to be in respect of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of one or more specified series); or (8) to provide for the issuance of Securities in coupon as well as fully registered form. No supplemental indentureindenture for the purposes identified in Clauses (2), to make any further appropriate agreements and stipulations which (3), (5) or (7) above may be therein contained and entered into if to accept do so would adversely affect 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent interest of the Holders of Securities of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02series.

Appears in 2 contracts

Samples: Senior Indenture (Fund American Co Inc/New), Senior Indenture (Fund American Co Inc/New)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany and the Guarantor, when authorized by a resolution resolutions of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their respective Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Securityholders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany or the Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8X hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Board may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form provisions of this Indenture, provided that any such change or terms of Securities elimination shall become effective only when there is no Security outstanding of any series as permitted by Sections 2.01 and 2.03; andcreated prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (f) 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, pursuant to the requirements of Section 5.106.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect as evidenced by an Opinion of Counsel delivered to the Trustee; (h) to comply with the requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act; or (i) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities and the Guarantees of any series, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer 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 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 Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Appears in 2 contracts

Samples: Indenture (Municipal Mortgage & Equity LLC), Indenture (Countrywide Financial Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee for the Securities of any or all series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one any or more all series any property or assets; provided, however, that such conveyance, transfer, assignment, mortgage or pledge is consistent with the provisions of Section 4.6 hereof; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8under this Indenture and the Securities; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities and the Coupons, if any, appertaining thereto, or to surrender any right or power conferred upon the Issuer, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to add any additional Events of Default (and, if such Events of Default are to be applicable to less than all series of Securities, stating that such Events of Default are only applicable to specified series); (e) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of any Securities or the Securities in any material respectCoupons, if any, appertaining thereto; (ef) to establish the form or terms of Securities of any series and the Coupons, if any, appertaining thereto as permitted by Sections 2.01 and 2.03; andSection 3.1; (fg) to permit payment in the United States of principal, premium or interest on Unregistered Securities or of interest on Coupon Securities; (h) to provide for the issuance of uncertificated Securities of one or more series in addition to or in place of certificated Securities; (i) 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 or 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 trusteeTrustee, pursuant to the requirements of Section 5.107.11; and (j) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee with respect to any series of Securities affected by such supplemental indenture is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Appears in 2 contracts

Samples: Indenture (Itt Corp /Nv/), Indenture (Itt Corp /Nv/)

Supplemental Indentures Without Consent of Securityholders. The (1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section 8.1 may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Subordinated Indenture (AXIS Specialty Finance LLC), Junior Subordinated Indenture (AXIS Specialty Finance LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the TIA as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Eight; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions (including without limitation provisions necessary or desirable to qualify this Indenture under the TIA) as the Issuer its Board of Directors and the Trustee shall consider to be for the protection or benefit of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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; indenture or to make such other provisions provision in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms provide for adjustment of Securities of any series as permitted by Sections 2.01 and 2.03conversion rights pursuant to Section 12.5; andor (f) to evidence the removal or resignation of the Trustee and provide for the acceptance appointment of appointment hereunder by a successor trustee with respect to the Securities of one Trustee 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, Trustees pursuant to the requirements of Section 5.10Article Five. The Trustee is hereby authorized to join with the Issuer in the execution of any such supplemental indenture, to make any further appropriate agreements and stipulations stipulations, which may be therein contained 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 adversely the Trustee’s 's own rights, duties duties, immunities or immunities liabilities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 7.1 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Appears in 2 contracts

Samples: Indenture (American Tower Corp /Ma/), Indenture (American Tower Corp /Ma/)

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Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and the Guarantor, when authorized by a resolution resolutions of its Board their respective Boards (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers in accordance with or pursuant to an Issuer Order or an Officer’s Certificate of the Issuer authorized therebyGuarantor, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee any property or assets as security for the Securities of one or more series any property or assetsthe Guarantee with respect to the Securities of one or more series; (b) to evidence the succession of another legal entity a Successor Person to the IssuerIssuer or the Guarantor, as applicable, or successive successions, and the assumption by the successor legal entity Successor Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as applicable, pursuant to Article 8‎‎Article 9; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount number of the Securities Warrants of such series to waive such an Event of Default; (d) 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 any change to matters or questions arising under this Indenture or the Securities or under any supplemental indenture as the Board Issuer and the Guarantor may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to add to, change or eliminate any of the provisions of this Indenture in respect of all or any Securities of any series (and if such addition, change or elimination is to apply with respect to less than all Securities of any series, stating that it is expressly being made to apply solely with respect to such Securities within such series), provided that any such addition, change or elimination (a) shall neither (i) apply to any Security issued prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of any Holder of such Security with respect to such provision or (b) shall become effective only when there is no such Security Outstanding; (f) to conform the text of this Indenture or the Securities of any series to any provision of the section entitled “Description of Warrants” or any similarly captioned section in the prospectus, as supplemented by any applicable prospectus supplement, relating to the offering of such series of Securities; (g) to establish the form or terms of Securities of any series as permitted by Sections 2.01 ‎2.01 and 2.03‎‎2.03; and (fh) 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, pursuant to the requirements of Section 5.10‎‎Section 6.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02‎‎Section 8.02.

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)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal Principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03Section 2.1; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 2 contracts

Samples: Indenture (Cone Mills Corp), Indenture (Cone Mills Corp)

Supplemental Indentures Without Consent of Securityholders. (1) The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, PROVIDED that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.032.3; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Nationwide Financial Services Inc/), Senior Indenture (Nationwide Financial Services Inc/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Guarantor and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto with respect to any series of Securities or amend any series of Securities for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such lien is not required under this Indenture; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection benefit of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or the Guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence the assumption by the Guarantor of all of the rights and obligations of the Issuer hereunder with respect to a series of Securities and under the Securities of such series and the release of the Issuer from its liabilities hereunder and under such Securities as obligor on the Securities of such series, all as provided in Section 12.06 hereof; (j) to evidence and provide for the acceptance of appointment hereunder by of a successor trustee with respect to the or a Trustee (other than The Bank of New York Mellon) for a series of 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 the successor trustee or more than one trusteeTrustee, as the case may be, pursuant to the requirements of Section 5.10; (k) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (l) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities under the Trust Indenture Act of 1939; (m) to reduce the minimum denomination of any series of Securities; (n) to prohibit the authentication and delivery of additional series of Securities; (o) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (p) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (q) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series of Securities to any provision of the “Description of Notes” in any offering memorandum or prospectus relating to the issuance of such series; or (r) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Teva Pharmaceutical Industries LTD), Senior Indenture (Teva Pharmaceutical Industries LTD)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), and the Guarantor, when authorized by a resolution of the Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Senior Indenture (Amarin Finance Ltd.), Subordinated Indenture (Amarin Finance Ltd.)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which the resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to make provision with respect to the conversion rights of the holders of Securities pursuant to the requirements of Section 15.6 or the repurchase obligations of the Company pursuant to the requirements of Section 16.5; (b) subject to Article IV, to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Securities, any property or assets; (bc) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8XII; (cd) to add to the covenants of the Issuer Company such further covenants, restrictions, restrictions or conditions or provisions as the Issuer Board of Directors and the Trustee shall consider to be for the protection benefit of the Holders holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Defaultdefault; (de) to provide for the issuance under this Indenture of Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities with the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (f) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (fg) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one Securities; or (h) to modify, eliminate or more series and to add to or change any of the provisions of this Indenture to such extent as shall be necessary to provide for effect the qualification of this Indenture under the Trust Indenture Act, or facilitate the administration of the trusts hereunder by more than one trustee, pursuant to the requirements of Section 5.10under any similar federal statute hereafter enacted. The Trustee is hereby authorized to join with the Issuer 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 Section 11.1 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0211.2.

Appears in 2 contracts

Samples: Indenture (System Software Associates Inc), Securities Purchase Agreement (System Software Associates Inc)

Supplemental Indentures Without Consent of Securityholders. The (1) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act of 1939, as then in effect, without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.11; and (g) to make any other changes that do not materially adversely affect holders of the affected Securities. (2) The Trustee is hereby authorized to join with the Issuer 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. . (3) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Rediff Com India LTD), Subordinated Indenture (Rediff Com India LTD)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default Default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision such supplemental indenture may provide for a particular period of grace after default Default (which period may be shorter or longer than that allowed in the case of other defaultsDefaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable; provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than The Bank of New York as Trustee for a 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 the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 2 contracts

Samples: Senior Indenture (York International Corp /De/), Senior Subordinated Indenture (York International Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuers, when authorized by a resolution Board Resolution of its Board each Issuer (which resolutions may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to either or both of the IssuerIssuers, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the such Issuer or Issuers pursuant to Article 8Nine; (c) to add to the covenants of either or both of the Issuer Issuers such further covenants, restrictions, conditions or provisions as the Issuer Issuers and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuers may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than The Chase Manhattan Bank as Trustee for a 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 the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuers solely in respect of, or add new covenants or Events of Default of the Issuers that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03; andsuch supplemental indenture; (fk) 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, pursuant to the requirements of Section 5.106.11; and (l) to evidence and provide for the release of TEC from its obligations under this Indenture and the Securities in accordance with Section 3.7. The Trustee is hereby authorized to join with the Issuer Issuers 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Triton Energy Corp), Senior Indenture (Triton Energy LTD)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, Issuer or Hovnanian or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant or Hovnanian herein and in the Securities or the Guarantees or to otherwise evidence compliance with Article 8Nine hereof; (c) to add to the covenants of the Issuer or Hovnanian such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), or to surrender any right or power herein conferred upon the Issuer or Hovnanian, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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; ; (e) to establish the form or terms of Securities or the Guarantees to be endorsed thereon of any series as permitted by Sections 2.1 and 2.3, to provide for any Guarantees of the Securities of any series and to confirm and evidence the termination or discharge of any Guarantee of or mortgage, lien, pledge, charge, security interest or encumbrance securing the Securities of a series when such release, termination or discharge is permitted by the Indenture; (f) to provide for the issuance of uncertificated Securities of any series (including Securities registrable as to principal only) in addition to or in place of certificated Securities and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in regard Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to matters evidence and provide for the acceptance of appointment hereunder of a Trustee other than Wilmington Trust Company as Trustee for a series of Securities and to add to or questions arising under change any of the provisions of this Indenture as shall be necessary to provide for or under any supplemental indenture facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as the Board may deem be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03; andsuch supplemental indenture; (fk) 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, pursuant to the requirements of Section 5.106.11; (l) to conform the text of this Indenture, the Securities of any series or the Guarantees to any provision of the “Description of Debt Securities” section of any prospectus or the comparable section in any applicable prospectus supplement that is used to sell the Securities of such series to the extent that such provision was intended to be a verbatim recitation of a provision of this Indenture, the Securities of such series sold thereby or the Guarantees thereof; and (m) to make any other change that does not adversely affect the legal rights of any Holder of Securities of the series affected by such change. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Indenture (Hovnanian Enterprises Inc), Indenture (Hovnanian Enterprises Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board an Authorizing Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (cb) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default;; PROVIDED FURTHER, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision and (ii) shall become effective only when there is no such Security Outstanding. (dc) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectrespect as determined by the Trustee (which determination may be based on an Opinion of Counsel); (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (fd) 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, pursuant to the requirements of Section 5.106.12; and (e) to make any change that would provide any additional rights or benefits to the Holders of the Securities or that does not adversely affect the legal rights under this Indenture of any Holder. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Indenture (Exelon Generation Co LLC), Indenture (Exelon Generation Co LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)any guarantor, if applicable, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets, or to confirm and evidence the release, termination, discharge or retaking of any lien with respect to or securing the Securities of any series when such release, termination, discharge or retaking is provided for under this Indenture; (b) to evidence the succession of another legal entity to the IssuerIssuer or any guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity of the covenants, agreements and obligations of the Issuer or such guarantor, as the case may be, pursuant to Article 8; (c) to add to the covenants of the Issuer or any guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, such guarantor and the Trustee shall consider to be for the protection of the Holders of Securities (and, if such covenants are to be for the benefit of fewer than all series of Securities, stating that such covenants are being included solely for the benefit of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to delete or modify any Events of Default with respect to all or any new series of the Securities, the form and terms of which are being established pursuant to such supplemental indenture, Officer’s Certificate or resolution of the Board as permitted in Section 2.01 (and, if any such Event of Default is applicable to fewer than all such series of the Securities, specifying the series to which such Event of Default is applicable), and to specify the rights and remedies of the Trustee and the Holders of such Securities in connection therewith; (e) to add to or change any of the provisions of this Indenture to provide, change or eliminate any restrictions on the payment of principal of or premium, if any, on Securities; provided that any such action shall not adversely affect the interests of the Holders of Securities of any series in any material respect; (f) to change or eliminate any of the provisions of this Indenture; provided, however, that any such change or elimination shall become effective only when there is no Security Outstanding of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision; (g) to cure any ambiguity ambiguity, omission, mistake, defect or error, 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 surrender any right or power herein conferred upon the Issuer or any guarantor; or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or any guarantor may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (eh) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and, or to authorize the issuance of additional Securities of a series previously authorized or to add to the conditions, limitations or restrictions on the authorized amount, form, terms or purposes of issue, authentication or delivery of the Securities of any series, as herein set forth, or other conditions, limitations or restrictions thereafter to be observed; (fi) to evidence and provide for the acceptance of appointment hereunder by of a successor trustee with respect to the or a Trustee (other than The Bank of New York Mellon) for a series of 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 the successor trustee or more than one trusteeTrustee, as the case may be, pursuant to the requirements of Section 5.10; (j) to supplement any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the defeasance and discharge of any series of Securities pursuant to Section 9.01; provided, however, that any such action shall not adversely affect the interests of the Holders of Securities of such series or any other series of Securities in any material respect; (k) to add to or change or eliminate any provisions of this Indenture as shall be necessary or desirable in accordance with any amendments to the Trust Indenture Act of 1939 or modify this Indenture, if necessary with respect to a series of Securities, in order to continue its qualification with respect to such series of Securities under the Trust Indenture Act of 1939; (l) to reduce the minimum denomination of any series of Securities; (m) to prohibit the authentication and delivery of additional series of Securities; (n) to add guarantors or co-obligors with respect to any series of Securities, or to release guarantors from their guarantees of Securities in accordance with the terms of the applicable series of Securities; (o) to make such provisions as may be necessary to issue any Securities in exchange for existing Securities pursuant to a registration rights agreement or similar agreement; (p) to conform the provisions of this Indenture with respect to any series of Securities or the terms of such series of Securities to any provision of the “Description of Notes” in any offering memorandum or prospectus relating to the issuance of such series; or (q) to make any change in any series of Securities that does not adversely affect in any material respect the interests of the Holders of such Securities. The Trustee is hereby authorized to join with the Issuer and any 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.

Appears in 2 contracts

Samples: Subordinated Indenture (Teva Pharmaceutical Finance Co B.V.), Senior Indenture (Teva Pharmaceutical Finance Co B.V.)

Supplemental Indentures Without Consent of Securityholders. The Issuer(a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Issuer and the Guarantor, each, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder or Guarantor Order, as applicable), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto hereto, which comply with the Trust Indenture Act, as then in effect, without the consent of the Holders, for one or more of the following purposes: (ai) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (bii) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor, as the case may be, pursuant to Article 89; (ciii) to add to the covenants of the Issuer or the Guarantor or other provisions hereof such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of Securitiesany series of Securities or any Coupons appertaining thereto, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (div) 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; indenture or in the final prospectus or prospectus supplement or other definitive offering document with respect to the Securities, or to make such any other provisions in regard as the Issuer may deem necessary or desirable with respect to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which Indenture, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in of any material respectseries or any Coupons appertaining thereto; (ev) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 Section 2.1 and 2.03; andSection 2.3; (fvi) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.10. 6.10; and (vii) to make any other changes that do not materially and adversely affect the Holders of any Securities or the Coupons appertaining thereto. (b) The Trustee is hereby authorized to join with the Issuer 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. . (c) Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 2 contracts

Samples: Senior Indenture (Enstar Finance LLC), Senior Indenture (Enstar Finance LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Issuer when authorized by or pursuant to a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force on the date of the execution thereof) for one or more of the following purposes:: Table of Contents (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Issuer, as the case may be, pursuant to Article 8Eight; (c) 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, pursuant to the requirements of Section 5.10; (d) to define the term “Event of Default” (and if such defined Events of Default are to be for the benefit of less than all series of Securities, stating that such Events of Default are expressly being included solely for the benefit of such series); (e) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions (and if such further covenants, restrictions, conditions or provisions are to be for the benefit of less than all series of Securities, stating that such covenants, restrictions, conditions or provisions are expressly being included solely for the benefit of such series) as the Board of Directors of the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (df) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; ; Table of Contents (eg) to establish the form or terms of Securities of any series as permitted by Sections Section 2.01 and Section 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.;

Appears in 1 contract

Samples: Indenture (Nokia Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when In addition to any supplemental indenture otherwise authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that this Indenture, the specific terms of such action may be determined by officers of Company, the Issuer authorized thereby)Guarantor[s], and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerCompany or [the] [any] Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer Company or the Guarantor[s] pursuant to Article 89; (c) to add to the covenants of the Issuer Company or the Guarantor[s] such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee Board of Directors shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to cure any ambiguity ambiguity, omission, mistake, defect or inconsistency 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 conform this Indenture or under any supplemental indenture as to the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and; (fg) 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, pursuant to the requirements of Section 5.106.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (j) to make any other change that does not adversely affect the interests of the Holders of the Securities in any material respect (as determined in good faith by the Company). The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 1 contract

Samples: Indenture (Discovery Communications, LLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby), Company and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Eleven; (cb) to add to the covenants of the Issuer Company such further covenants, restrictionsrestrictions or conditions for the protection of the holders of all or any series of Securities or Coupons appertaining to Unregistered Securities (and if such covenants are to be for the benefit of less than all Securities, conditions or provisions stating that such covenants are expressly being included for the benefit of such series) as a duly authorized officer of the Issuer Company, on behalf of the Company, and the Trustee shall consider to be for the protection of the Holders holders of Securitiessuch Securities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions an Event of Default or a Covenant Event permitting the enforcement of all or any of the several remedies provided in this Subordinated Debt Indenture as herein set forth; provided, however, that in respect of any such additional covenant, restriction, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Subordinated Debt Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) to establish the forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.02; (e) 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 Subordinated Debt Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities holders of any series as permitted by Sections 2.01 and 2.03Outstanding Securities or Coupons; and (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series and or to add to or change any of the provisions of this Subordinated Debt Indenture as shall be necessary to provide for or facilitate the administration of the trusts hereunder by more than one trusteeTrustee, pursuant to the requirements of Section 5.107.11. The Trustee is hereby authorized to join with the Issuer 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 Subordinated Debt Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section 10.01 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.02.

Appears in 1 contract

Samples: Subordinated Debt Indenture (General Electric Capital Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany and, if applicable, any Guarantor, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee for the Securities of any and all Series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default;; 57 (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) to reflect the release of any Guarantor from its obligations with respect to its Guaranty pursuant to the terms of such Guaranty or to add a Guarantor in accordance with the terms of any Series of Securities; or (g) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Indenture (Navistar International Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany and the Guarantor, when authorized by a resolution resolutions of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their respective Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Securityholders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany or the Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Ten hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 62 questions arising under this Indenture or under Indenture; provided that any supplemental indenture as the Board may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more Global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.106.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or (h) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities and the Guarantees of any series, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer 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 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 Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Appears in 1 contract

Samples: Indenture (Countrywide Capital Ii)

Supplemental Indentures Without Consent of Securityholders. The IssuerIssuer and each Guarantor, when authorized by a resolution of its Board their respective Boards of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or to a Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or a Guarantor pursuant to Article 8IX; (c) to add to the covenants of the Issuer or the Guarantors such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to cure any ambiguity or to correct or supplement any provision contained herein herein, in any Security or in any Guarantee or in any supplemental indenture which may be defective or inconsistent with any other provision contained herein herein, in any Security or in any Guarantee or in any supplemental indenture; , or to make such any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable; provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities, Coupons or Guarantees; (e) to establish the form of terms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) 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, pursuant to the requirements of Section 5.106.8; or (g) to add any Guarantor pursuant to Section 13.3 hereof or otherwise. The Trustee is hereby authorized to join with the Issuer and the Guarantors 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Indenture (Cbocs Sierra Inc)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee for the Securities of any and all Series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the any then Outstanding Securities in or any material respectthen outstanding Coupons; (e) to comply with any requirement of the Commission in connection with the qualification of the Indenture under the Trust Indenture Act of 1939 as amended; (f) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (fg) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11; (h) to provide any security for, or additional guarantees (including Subsidiary Guarantees) of, Securities of one or more Series; or (i) to make any other amendments, modifications or supplements hereto or to the Securities; provided that such amendments, modifications or supplements shall only apply to Securities of one or more Series to be thereafter issued. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Indenture (Joy Global Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than State Street Bank and Trust Company as Trustee for a 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 the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 1 contract

Samples: Senior Indenture (York International Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or any Subsidiary Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or any Subsidiary Guarantor pursuant to Article 8Articles Nine or Thirteen; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series), and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 -54- 61 defaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided, however, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and2.3; (f) 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, pursuant to the requirements of Section 5.106.11; and (g) to reflect the release of any Subsidiary Guarantor from its Subsidiary Guarantee in accordance with the terms of Article Thirteen and the applicable series of Securities, or the addition of any Restricted Subsidiary of the Issuer as a Subsidiary Guarantor in the manner provided in Article Thirteen. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Senior Indenture (Ocean Energy Inc /Tx/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined evidenced by officers of the Issuer authorized therebya Board Resolution), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Eight; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.3; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.027.2.

Appears in 1 contract

Samples: Indenture (Crane Co /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when In addition to any supplemental indenture otherwise authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that this Indenture, the specific terms of such action may be determined by officers of Company, the Issuer authorized thereby)Guarantors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Holders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerCompany or any Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer Company or the Guarantors pursuant to Article 89; (c) to add to the covenants of the Issuer Company or the Guarantors such further covenants, restrictions, conditions or provisions as the Issuer and Board of Directors of the Trustee Company shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) to cure any ambiguity ambiguity, omission, mistake, defect or inconsistency 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 conform this Indenture or under any supplemental indenture as to the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders description of the Securities set forth in any material respectprospectus or prospectus supplement related to such series of Securities; (e) to provide for or add guarantors for the Securities of one or more series; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; andthis Indenture; (fg) 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, pursuant to the requirements of Section 5.106.11; (h) to add to, delete from or revise the conditions, limitations and restrictions on the authorized amount, terms, purposes of issue, authentication and delivery of any series of Securities, as herein set forth; (i) to make any change to the Securities of any series so long as no Securities of such series are Outstanding; and (j) to make any other change that does not adversely affect the rights of the Holders of the Securities in any material respect (as determined in good faith by the Company). The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 1 contract

Samples: Indenture (Warner Bros. Discovery, Inc.)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8IX; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.such

Appears in 1 contract

Samples: Indenture (Williams Communications Group Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default Default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision such supplemental indenture may provide for a particular period of grace after default Default (which period may be shorter or longer than that allowed in the case of other defaultsDefaults) or may provide for an immediate enforcement upon such an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable; provided, however, that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respect; Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.03; and (f) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.2.3;

Appears in 1 contract

Samples: Subordinated Indenture (York International Corp /De/)

Supplemental Indentures Without Consent of Securityholders. The Issuer, Tyco and any other Guarantor when authorized by a resolution resolutions of its their respective Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or any Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Eight; (c) to add to the covenants of the Issuer or any Guarantor such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors of the Issuer may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 2.1 and 2.032.4; (f) to add a Guarantor pursuant to the provisions of Sections 3.11 and 13.4; and (fg) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer Issuer, Tyco and any other 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 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.027.2.

Appears in 1 contract

Samples: Indenture (Tyco International LTD /Ber/)

Supplemental Indentures Without Consent of Securityholders. The IssuerCorporation, when authorized by a resolution of its the Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCorporation, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Corporation pursuant to Article 8Twelve hereof; (cb) to add to the covenants of the Issuer Corporation such further covenants, restrictions, restrictions or conditions or provisions for the protection of the holders of the Securities as the Issuer Board of Directors and the Trustee shall consider to be for the protection of the Holders holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision 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 an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of the same series issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Default; purpose; (d) 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; indenture or to make such other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests interest of the Holders holders of the Securities in any material respect; Securities; (e) to establish add to the form conditions, limitations and restrictions on the authorized amount, terms or terms purposes of Securities issue, authentication and delivery of any series Securities, as permitted by Sections 2.01 herein set forth, other conditions, limitations and 2.03restrictions thereafter to be observed; and or (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 Trusts hereunder by more than one trusteeTrustee, pursuant to the requirements of Section 5.108.11 hereof. The Trustee is hereby authorized to join with the Issuer Corporation 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 Section 11.01 may be executed by the Corporation and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.0211.02.

Appears in 1 contract

Samples: Indenture (Constellation Energy Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany and the Guarantor, when authorized by a resolution resolutions of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms their respective Boards of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as then in effect), without the consent of the Securityholders, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany or the Guarantor, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company or the Guarantor, as the case may be, pursuant to Article 8Ten hereof; (cb) to add to the covenants of the Issuer Company or the Guarantor such further covenants, restrictions, restrictions or conditions for the protection of the holders of all or provisions any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included for the benefit of such series) as the Issuer such Boards of Directors and the Trustee shall consider to be for the protection of the Holders holders of such Securities, and to make the occurrence, or the occurrence and continuance, of a default in any of such additional covenants, restrictions, restrictions or conditions a default or provisions 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, restriction or condition or provision such supplemental indenture may provide for a particular period of grace after default (which 57 period may be shorter or longer than that allowed in the case of other defaults) or may provide for an immediate enforcement upon such an Event of Default default or may limit the remedies available to the Trustee upon such an Event default; (c) to provide for the issuance under this Indenture of Default or may limit the right Securities in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of the Holders of a majority in aggregate principal amount of such Securities with the Securities of issued hereunder in fully registered form and to make all appropriate changes for such series to waive such an Event of Defaultpurpose; (d) 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 or under Indenture; provided that any supplemental indenture as the Board may deem necessary or desirable and which such action shall not adversely affect the interests of the Holders holders of the Securities in any material respectSecurities; (e) to establish add to, delete from, or revise the form or terms of Securities of any series as permitted by Sections Section 2.01 and 2.03; and, including, without limitation, any terms relating to the issuance, exchange, registration or transfer of Securities issued in whole or in part in the form of one or more Global Securities and the payment of any principal thereof, or interest or premium, if any, thereon; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee 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 trusteeTrustee, pursuant to the requirements of Section 5.106.11; (g) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or (h) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities and the Guarantees of any series, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the holders of any series of Securities. The Trustee is hereby authorized to join with the Issuer 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 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 Section 9.01 may be executed by the Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.029.02.

Appears in 1 contract

Samples: Indenture (Countrywide Financial Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Company Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Resolution, and the Trustee may for the Securities of any or all Series may, from time to time and at any time time, enter into an indenture one or more indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity to the Issuer, Company or successive successions, and the assumption by the successor legal such entity of the covenants, agreements and obligations of the Issuer pursuant to Article 8Company herein and in the Securities; (cb) to add to the covenants Events of the Issuer Default such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be Events of Default for the protection of the Holders of SecuritiesSecurities of any or all Series (and, and to make the occurrence, or the occurrence and continuance, of a default in any if such additional covenants, restrictions, conditions or provisions an Event Events of Default permitting are to be for the enforcement benefit of less than all the Series of Securities stating that such Events of Default are being added solely for the benefit of one or any of the several remedies provided in this Indenture as herein set forthmore particular Series); provided, that that, in respect of any such additional covenantEvents of Default, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right rights of the Holders of a majority in aggregate principal amount of the applicable Securities of such series to waive upon such an Event of Default; (c) to add to the covenants of the Company such further covenants for the protection of the Holders of Securities of any or all Series (and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of one or more particular Series), or to surrender any right or power herein conferred upon the Company with regard to all or any Securities of any or all Series (and, if such surrender is to be for the benefit of less than all the Series of Securities stating that such surrender is being added solely for the benefit of one or more particular Series); (d) 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 or under any supplemental indenture as the Company Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or form, terms and conditions of Securities of any series Series and the Coupons, if any, as permitted by Sections 2.01 and 2.03; and; (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11; (g) to delete, modify or add provisions of this Indenture; provided that, except as otherwise contemplated by Section 2.03, such deletion, modification or addition does not apply to any Outstanding Security created prior to the date of such supplemental indenture; (h) to secure, or, if applicable, provide additional security for, any Securities and to provide for matters relating thereto, and to provide for the release of any collateral as security for any Securities; or (i) to amend or supplement any provision contained herein, which was required to be contained herein in order for this Indenture to be qualified under the Trust Indenture Act, if the Trust Indenture Act or regulations thereunder change what is so required to be included in qualified indentures, in any manner not inconsistent with what then may be required for such qualification. The Trustee is hereby authorized to join with the Issuer 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 collateral 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. Any supplemental indenture authorized by the provisions of this section Section 8.01 may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.02.

Appears in 1 contract

Samples: Indenture (MidWestOne Financial Group, Inc.)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board may deem necessary or desirable and which shall not adversely affect the interests of the Holders of the Securities in any material respect; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.106.11; (d) to add to the covenants of the Issuer for the benefit of the Holders of all or any series of Securities (and if such covenants are to be for the benefit of less than all series of Securities stating that such covenants are expressly being included solely for the benefit of such series) or to surrender any right or power herein conferred upon the Issuer; (e) to add any additional Events of Default with respect to all or any series of Securities (and, if such Event of Default is applicable to less than all series of Securities, specifying the series to which such Event of Default is applicable); (f) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which, in the opinion of the Board of Directors, shall not adversely affect the interests of the Holders of the Securities; (g) 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 of any series created prior to the execution of such supplemental indenture which is adversely affected by such change in or elimination of such provision; and (h) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Indenture (Unisys Corp)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity person to the IssuerCompany, or successive successions, and the assumption by the successor legal entity person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Company under this Indenture and the Securities; (c) to add to the covenants of the Issuer Company such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee its Board of Directors shall consider to be for the protection of the Holders of Securitiesany series of Securities or Tranche thereof, and to make the occurrence, or the occurrence and continuance, continuance of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, PROVIDED that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders of the Securities in any material respectSecurities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; andSection 3.1; (f) to provide for the issuance under this Indenture of Securities in coupon form (including Securities registrable as to principal only), to provide for interchangeability thereof with Securities in registered form of the same series and to make all appropriate changes for such purpose, or to permit or facilitate the issuance of Securities of any series in uncertificated form; (g) to provide for the issuance under this Indenture of Securities denominated or payable in currency other than Dollars and to make all appropriate changes for such purpose; (h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee with respect to the Securities of one Securities, pursuant to Section 7.11, 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, Trustee; (i) to modify any restrictions on and procedures for resales of Securities of any series that is not registered pursuant to the requirements Securities Act to reflect any change in applicable law or regulation (or the interpretation thereof) or in practices relating to the resale or transfer of Section 5.10restricted securities generally and to modify any legends placed on such Securities to reflect such restrictions and procedures; (j) to add to or change or eliminate any provision of this Indenture as shall be necessary or desirable to conform to provisions of the Trust Indenture Act as at the time in effect, PROVIDED that such action shall not materially adversely affect the interests of the Holders of the Securities of any series; and (k) otherwise to change or eliminate any of the provisions of this Indenture; PROVIDED, HOWEVER, that any such change or elimination may only be effected when no Outstanding Security of any series created prior to the execution of such supplemental indenture is entitled to the benefit of such provision. The Trustee is hereby authorized to join with the Issuer 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 adversely 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 Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.0210.2.

Appears in 1 contract

Samples: Indenture (Idaho Power Co)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 89; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, provided that no such action shall not materially adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; (f) to provide for the issuance under this Indenture of Securities of a series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities with the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualifications of this Indenture under the Trust Indenture Act, or under any similar federal statute hereafter enacted; and (fh) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02.to

Appears in 1 contract

Samples: Indenture (Nvidia Corp/Ca)

Supplemental Indentures Without Consent of Securityholders. The IssuerCompany, when authorized by a resolution of its Board (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may be determined by officers of the Issuer authorized thereby)Directors, and the Trustee for the Securities of any and all Series may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof), in form satisfactory to such Trustee, for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series Series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerCompany, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer Company pursuant to Article 8Nine; (c) to add to the covenants of the Issuer Company such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities of any or all Series and, if such additional covenants are to be for the benefit of less than all the Series of Securities stating that such covenants are being added solely for the benefit of such Series, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forthforth (and if such additional Events of Default are to be for the benefit of less than all Series of the Securities stating that such Events of Default are being added solely for the benefit of such Series); provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series Series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not materially and adversely affect the interests of the Holders of the Securities in or the Holders of any material respectCoupons; (e) to establish the form or terms of Securities of any series Series as permitted by Sections 2.01 2.1 and 2.032.3; andor (f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee Trustee with respect to the Securities of one or more series 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 the one trusteeTrustee, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingOutstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Indenture (Kellogg Co)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), the Guarantor, when authorized by a Board Resolution and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the IssuerIssuer or the Guarantor, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer or the Guarantor pursuant to Article 8Nine; (c) to add to the covenants of the Issuer or of the Guarantor such further covenants, restrictions, conditions or provisions as the Issuer Issuer, the Guarantor and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series or the form of Guarantees as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; or (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than United States Trust Company of New York as Trustee for a 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 the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer or the Guarantor solely in respect of, or add new covenants or Events of Default of the Issuer or the Guarantor that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) 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, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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 's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstandingthen Outstanding, notwithstanding any of the provisions of Section 7.028.2.

Appears in 1 contract

Samples: Third Supplemental Indenture (Triton Energy Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board Resolution (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust Indenture Act of 1939 as in force at the date of the execution thereof) for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity Person to the Issuer, or successive successions, and the assumption by the successor legal entity Person of the covenants, agreements and obligations of the Issuer pursuant to Article 8Nine; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of all or any series of Securities (and if such covenants, restrictions, conditions or provisions are to be for the protection of less than all series of Securities, stating that the same are expressly being included solely for the protection of such series) and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions 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, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable, provided, however, that no such action shall materially adversely affect the interests of the Holders of the Securities; (e) to establish the form or terms of Securities of any series as permitted by Sections 2.1 and 2.3; (f) to provide for the issuance of Securities of any series in coupon form (including Securities registrable as to principal only) and to provide for exchangeability of such Securities for the Securities issued hereunder in fully registered form and to make all appropriate changes for such purpose; (g) to modify, eliminate or add to the provisions of this Indenture to such extent as shall be necessary to effect the qualification of this Indenture under the Trust Indenture Act of 1939, or under any similar federal statute hereafter enacted, and to add to this Indenture such other provisions as may be expressly permitted by the Trust Indenture Act of 1939, excluding, however, the provisions referred to in Section 316(a)(2) of the Trust Indenture Act of 1939 as in effect at the date as of which this instrument was executed or any corresponding provision provided for in any similar federal statute hereafter enacted; or (h) to evidence and provide for the acceptance of appointment hereunder of a Trustee other than as Trustee for a 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 the requirements of Section 6.9 hereof; (i) subject to Section 8.2 hereof, to add to or modify the provisions hereof as may be necessary or desirable and to provide for the denomination of Securities in foreign currencies which shall not adversely affect the interests of the Holders of the Securities in any material respect; (ej) to establish modify the form covenants or terms Events of Default of the Issuer solely in respect of, or add new covenants or Events of Default of the Issuer that apply solely to, Securities not Outstanding on the date of any series as permitted by Sections 2.01 and 2.03such supplemental indenture; and (fk) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 1 contract

Samples: Senior Subordinated Indenture (Hovnanian Enterprises Inc)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined by officers of the in accordance with or pursuant to an Issuer authorized therebyOrder), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge make provision with respect to the Trustee as security for conversion rights of the Securities Holders pursuant to the requirements of one or more series any property or assetsSection 11.6;] (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8any applicable covenants herein and pursuant to the terms of the Securities as set forth in Section 2.3; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer and the Trustee shall consider to be for the protection of the Holders of Securities, Securities and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; providedPROVIDED, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default;; PROVIDED FURTHER, that any such addition, change or elimination (i) shall neither (A) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision and (ii) shall become effective only when there is no such Security Outstanding. (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer may deem necessary or desirable and which desirable, PROVIDED, that no such action shall not adversely affect the interests of the Holders of the Securities in any material respect; respect as determined by the Trustee (e) to establish the form or terms which determination may be based on an Opinion of Securities of any series as permitted by Sections 2.01 and 2.03Counsel); and (fe) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.026.

Appears in 1 contract

Samples: Indenture (C Cor Net Corp)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board (which resolutions resolution may provide general authorization terms or parameters for such action and may provide that the specific terms of such action may be determined in accordance with or pursuant to an Issuer Order) and the Guarantor, when authorized by officers a resolution of the Issuer authorized thereby)Guarantor’s Board of Directors, and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the IssuerIssuer or the Guarantor, as the case may be, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer or the Guarantor pursuant to Article 89; (c) to add to the covenants of the Issuer or the Guarantor, as the case may be, such further covenants, restrictions, conditions or provisions as the Issuer or the Guarantor, as the case may be, and the Trustee shall consider to be for the protection of the Holders of SecuritiesSecurities or Coupons, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, that in respect of any such additional covenant, restriction, condition or provision 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 any other provisions in regard to matters or questions arising under this Indenture or under any supplemental indenture as the Board Issuer or the Guarantor may deem necessary or desirable and which desirable, provided that no such action shall not adversely affect the interests of the Holders of the Securities in any material respector Coupons; (e) to establish the form forms or terms of Securities of any series or of the Coupons appertaining to such Securities as permitted by Sections 2.01 and 2.03; and (f) 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, pursuant to the requirements of Section 5.106.11. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section Section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.02Sections 8.02.

Appears in 1 contract

Samples: First Supplemental Indenture (Royal Bank of Scotland Group PLC)

Supplemental Indentures Without Consent of Securityholders. The Issuer, when authorized by a resolution of its Board of Directors (which resolutions may provide general authorization for such action and may provide that the specific terms of such action may resolution to be determined confirmed by officers an Officers' Certificate of the Issuer authorized therebyto such effect), and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto for one or more of the following purposes: (a) to convey, transfer, assign, mortgage or pledge to the Trustee as security for the Securities of one or more series any property or assets; (b) to evidence the succession of another legal entity corporation to the Issuer, or successive successions, and the assumption by the successor legal entity corporation of the covenants, agreements and obligations of the Issuer pursuant to Article 8; (c) to add to the covenants of the Issuer such further covenants, restrictions, conditions or provisions as the Issuer its Board of Directors and the Trustee shall consider to be for the protection of the Holders of Securities, and to make the occurrence, or the occurrence and continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default permitting the enforcement of all or any of the several remedies provided in this Indenture as herein set forth; provided, provided that in respect of any such additional covenant, restriction, condition or provision provision, 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 an Event of Default or may limit the remedies available to the Trustee upon such an Event of Default or may limit the right of the Holders of a majority in aggregate principal amount of the Securities of such series to waive such an Event of Default; (d) 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 or under any supplemental indenture as the Board of Directors may deem necessary or desirable and which shall not adversely affect the interests of the any Holders of the Securities in any material respectSecurities; (e) to comply with any requirements of the Commission in connection with the qualification of this Indenture under the Trust Indenture Act of 1939; (f) to establish the form or terms of Securities of any series as permitted by Sections 2.01 and 2.03; and (fg) 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, pursuant to the requirements of Section 5.10. The Trustee is hereby authorized to join with the Issuer 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. Any supplemental indenture authorized by the provisions of this section may be executed without the consent of the Holders of any of the Securities at the time outstanding, notwithstanding any of the provisions of Section 7.025.

Appears in 1 contract

Samples: Indenture (E Trade Group Inc)

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