Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding; (b) to comply with Article XII; (c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures; (d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company; (e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth; (f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or (g) to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or to add to the rights of the Holders. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.02.
Appears in 5 contracts
Samples: Subordinated Indenture (Flagstar Trust), Subordinated Indenture (BVBC Capital Trust I), Subordinated Indenture (Ebh Capital Trust I)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, omission, defect, or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to provide for the assumption by a successor person of the obligations of the Company under this Indenture;
(e) to add Guarantees, including Subsidiary Guarantees, with respect to debt securities or to release Subsidiary Guarantors from Subsidiary Guarantees in accordance with the terms of the applicable series of Securities or to secure a series of Securities;
(f) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(eg) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(fh) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(gi) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities; or
(j) to comply with any requirements of the Securities and Exchange Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 3 contracts
Samples: Indenture (Dobson Financing Trust), Indenture (Dobson Financing Trust), Indenture (Dobson Financing Trust)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to comply with 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 cure any ambiguity, defect, omission or inconsistency herein, herein or in the Junior Subordinated DebenturesSecurities of any series (with such ambiguity, provided that any such action does not materially adversely affect the interests of the Holders defect, omission or the holders of the Preferred Securities so long as they remain outstandinginconsistency being evidenced by an Officer’s Certificate);
(b) to comply with Article XIIX, including to evidence the succession of another Person to the Company and the assumption by any such successor of the covenants of the Company herein and in the Securities contained or to provide for the assumption of a guarantor’s obligations to holders of the Securities in the case of a merger or consolidation or sale of all or substantially all of the guarantor’s assets;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities; provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Code;
(d) to add to the covenants of the Company or any guarantor for the benefit of the Holders holders of the Securities of any series or to surrender any right or power herein conferred upon the CompanyCompany or any guarantor;
(e) to add to, delete from, or revise provide for the conditions, limitations, and restrictions on issuance of additional Securities of any series in accordance with the authorized amount, terms, or purposes terms of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forththis Indenture;
(f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee;
(g) to comply with any requirements of the Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act;
(h) to provide security for the Securities of any series or to provide for any guarantee of the Securities of any series or to confirm or evidence the release, termination or discharge of any guarantee of or lien securing the Securities of any series when such release, termination or discharge is permitted by this Indenture;
(i) to make any change that would provide any additional rights or benefits to the holders of the Securities of any series or that does not adversely affect the legal rights under this Indenture of any holder;
(j) to make any amendment to the provision of this Indenture relating to the transfer and legending of the Securities of any series; provided, however, that (1) compliance with this Indenture as so amended would not result in Securities of such series being transferred in violation of the Securities Act or any other applicable securities law and (2) such amendment does not materially and adversely affect the rights of any Securityholder in any material respectholders to transfer Securities of such series; or
(gk) to establish conform the form text of this Indenture, any guarantee of the Securities of any certifications required series or the notes to any provision of the “Description of Debt Securities and Guarantees” included in the prospectus forming a part of the registration statement filed by the Company with the Commission on Form S-3 on August 4, 2016 or any subsequent description of Securities contained in any prospectus supplement, to the extent that such provision in that “Description of Debt Securities and Guarantees” or any subsequent description of Securities contained in any prospectus supplement was intended by the Company to be furnished pursuant to the terms a verbatim recitation of a provision of this Indenture or to add to the rights Indenture, any guarantee of the HoldersSecurities of any series or the Securities, as applicable (with such intention being evidenced by an Officer’s Certificate). The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.2.
Appears in 3 contracts
Samples: Indenture (Inspiration Media Inc), Indenture (Air Hot, Inc.), Indenture (South Texas Broadcasting Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company Issuers and the Trustee may from time to time and at any time enter into an indenture or indentures supplemental hereto (which shall conform to comply with 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 cure any ambiguity, defect, omission or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIIX, including to evidence the succession of another Person to the applicable Issuer and the assumption by any such successor of the covenants of such Issuer herein and in the Securities contained or to provide for the assumption of a guarantor’s obligations to holders of the Securities in the case of a merger or consolidation or sale of all or substantially all of the guarantor’s assets;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities; provided that the uncertificated Securities are issued in registered form for purposes of Section 163(f) of the Code;
(d) to add to the covenants of the Company Issuers or any guarantors for the benefit of the Holders holders of the Securities of any series or to surrender any right or power herein conferred upon the CompanyIssuers or any guarantors;
(e) to add to, delete from, or revise provide for the conditions, limitations, and restrictions on issuance of additional Securities of any series in accordance with the authorized amount, terms, or purposes terms of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forththis Indenture;
(f) to evidence and provide for the acceptance of appointment hereunder by a successor trustee;
(g) to comply with any requirements of the Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act;
(h) to provide security for the Securities of any series or to provide for any guarantee of the Securities of any series or to confirm or evidence the release, termination or discharge of any guarantee of or lien securing the Securities of any series when such release, termination or discharge is permitted by this Indenture;
(i) to make any change that would provide any additional rights or benefits to the holders of the Securities of any series or that does not adversely affect the legal rights under this Indenture of any holder;
(j) to make any amendment to the provision of this Indenture relating to the transfer and legending of the Securities of any series; provided, however, that (1) compliance with this Indenture as so amended would not result in Securities of such series being transferred in violation of the Securities Act or any other applicable securities law and (2) such amendment does not materially and adversely affect the rights of any Securityholder in any material respectholders to transfer Securities of such series; or
(gk) to establish conform the form text of this Indenture, any guarantee of the Securities of any certifications required series or the notes to any provision of the “Description of Debt Securities” included in the prospectus forming a part of the registration statement filed by Holdings with the Commission on Form S-3 on March 24, 2014 or any subsequent description of Securities contained in any prospectus supplement, to the extent that such provision in that “Description of Debt Securities” or any subsequent description of Securities contained in any prospectus supplement was intended by the Issuers to be furnished pursuant to the terms a verbatim recitation of a provision of this Indenture or to add to the rights Indenture, any guarantee of the HoldersSecurities of any series or the notes, as applicable. The Trustee is hereby authorized to join with the Company Issuers in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company Issuers and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.2.
Appears in 3 contracts
Samples: Indenture (CyrusOne Foreign Holdings LLC), Indenture (CyrusOne Finance Corp.), Indenture (CyrusOne LP)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company and the Guarantor 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 cure any ambiguity, defect, or inconsistency herein, in the Securities of any series or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingGuarantees;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of the Company or the Guarantor for the benefit of the Holders 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 CompanyCompany or the Guarantor;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series and the Guarantees as provided in Section 2.01, 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 Holdersholders of any series of Securities. The Trustee is hereby authorized to join with the Company and the Guarantor in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company Company, the Guarantor and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 2 contracts
Samples: Indenture (Mediaone Finance Trust Vi), Indenture (Mediaone Finance Trust Ii)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or any series of Securities (and if such 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), to make the occurrence, or the occurrence and the continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default, or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee; or
(i) to comply with any requirements of the Securities and Exchange Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02. 36.
Appears in 2 contracts
Samples: Indenture (Urs Corp /New/), Indenture (Gen Probe Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(fd) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(ge) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities; or
(f) to comply with any requirements of the Securities and Exchange Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 2 contracts
Samples: Indenture (Americredit Capital Trust I), Indenture (Americredit Capital Trust I)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(gf) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities; or
(g) to comply with any requirements of the Securities and Exchange Commission in connection with qualifying, or maintaining the qualification of, this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 2 contracts
Samples: Indenture (Sangstat Medical Corp), Indenture (Sangstat Medical Corp)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, or inconsistency herein, in the Securities of any series or in the Junior Subordinated Debenturesany supplemental indenture, provided or to make such other provisions in regard to matters or questions arising under this Indenture that any such action does do not materially adversely affect the interests of the Holders Securityholders of any Securities of such series in any material respect; provided that any amendment made solely to conform the provisions of this Indenture to the description of the Securities contained in the Company’s prospectus or other offering document pursuant to which such Securities were sold will not be deemed to adversely affect the interest of the holders of the Preferred Securities so long as they remain outstandingSecurities;
(b2) to comply with Article XIITen;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f6) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(8) to add any additional Events of Default for the benefit of the holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);
(9) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;
(10) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the holder of any such Security with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;
(11) to secure the Securities;
(12) to modify the provision in Article Fourteen with respect to the subordination of Outstanding Securities of any series in a manner not materially adverse to the holders of such Securities; or
(13) 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 7.11. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 2 contracts
Samples: Indenture (Athene Holding Ltd.), Indenture (Athene Holding Ltd.)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, Guarantors, the Company and the Trustee may from time to time and at any time may 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 Securityholdersholders of any series of Securities, for one or more of the following purposes:
(a) to cure any ambiguity, defect, or inconsistency herein, herein or in the Junior Subordinated DebenturesSecurities of any series, provided that any including making such action does not materially adversely affect changes as are required for this Indenture to comply with the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingTrust Indenture Act;
(b) to comply with add an additional obligor on the Securities, or to evidence the succession of another Person to Guarantors or the Company, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of Guarantors or the Company, as the case may be, pursuant to Article XIIX;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of the Company for the benefit of the Holders holders of any outstanding series of Securities (and if such covenants are to be for the benefit of less than all outstanding 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 Guarantors or the Company;
(e) to add toany additional Events of Default for the benefit of the holders of any outstanding series of Securities (and if such Events of Default are to be applicable to less than all outstanding series, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes stating that such Events of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forthDefault are expressly being included solely to be applicable to such series);
(f) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall not become effective with respect to any outstanding Security of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision;
(g) to secure the Securities of any series;
(h) to make any other change that does not adversely affect the rights of any Securityholder of Outstanding Securities in any material respect;
(i) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, to provide which, if any, of the covenants of the Company shall apply to such series, to provide which of the Events of Default shall apply to such series, to provide for the terms and conditions upon which the Guarantee by Guarantors of such series of Securities may be released or terminated, or to define the rights of the holders of such series of Securities;
(j) to issue additional Securities of any series; provided that such additional Securities have the same terms as, and be deemed part of the same series as, the applicable series of Securities issued hereunder to the extent required by Section 2.01(b); or
(gk) to establish evidence and provide for the form acceptance of any certifications required to be furnished pursuant appointment hereunder by a successor Trustee with respect to the terms 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 to add to facilitate the rights administration of the Holderstrust hereunder by more than one Trustee. The Upon the request of the Company, accompanied by Board Resolutions authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee is hereby authorized to of the documents described in Section 9.05, the Trustee shall join with Guarantors and the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 9.01 may be executed by Guarantors, the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 2 contracts
Samples: Indenture (IPERIONX LTD), Indenture (Piedmont Lithium LTD)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
(b) to comply with Article XII;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(gf) to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or to add to the rights of the Holders. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to to, but may in its discretion, enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.02.
Appears in 2 contracts
Samples: Subordinated Indenture (Bank of the Ozarks Inc), Subordinated Indenture (Ozark Capital Trust)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Capital Securities so long as they remain outstanding;
(b) to comply with Article XIITwelve;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g) to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or to add to the rights of the Holders. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.0211.2.
Appears in 2 contracts
Samples: Subordinated Indenture (Community First Bankshares Inc), Subordinated Indenture (CFB Capital Iv)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company and the Trustee may from time to time and at any time may 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 To cure any ambiguity, mistake, omission, defect, or inconsistency herein, herein or in the Junior Subordinated DebenturesSecurities of any series;
(b) 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 Company may deem necessary or desirable, provided that any such action does and which shall not materially in each case adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
(b) to comply with Article XIISecurities;
(c) to evidence the succession of another Person to the Company, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company, as the case may be, pursuant to Article X;
(d) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(de) to add to the covenants of the Company for the benefit of the Holders holders of all or any outstanding series of Securities (and if such covenants are to be for the benefit of less than all outstanding 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 Company;
(ef) to add toany additional Events of Default for the benefit of the holders of all or any outstanding series of Securities (and if such Events of Default are to be applicable to less than all outstanding series, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes stating that such Events of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forthDefault are expressly being included solely to be applicable to such series);
(fg) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall not become effective with respect to any outstanding Security of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision;
(h) to secure the Securities of any series;
(i) to make any other change that does not adversely affect the rights of any Securityholder of Outstanding Securities;
(j) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, to provide which, if any, of the covenants of the Company shall apply to such series, and to provide which of the Events of Default shall apply to such series or to define the rights of the holders of such series of Securities;
(k) to comply with requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act;
(l) to issue additional Securities of any material respectseries; provided that such additional Securities have the same terms as, and be deemed part of the same series as, the applicable series of Securities issued hereunder to the extent required by Section 2.01(b); or
(gm) to establish evidence and provide for the form acceptance of appointment hereunder by a successor Trustee or a separate Trustee with respect to the Securities of one or more series and to add to or change any certifications required of the provisions of this Indenture as shall be necessary to be furnished provide for or facilitate the administration of the trust hereunder by more than one Trustee, pursuant to the terms requirements of this Indenture or to add to Section 7.11. Upon the rights request of the Holders. The Company, accompanied by Board Resolutions authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee is hereby authorized to of the documents described in Section 9.05, the Trustee shall join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, protections, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 9.01 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, ambiguity or inconsistency herein, to correct or supplement any provision contained herein or in any indenture supplemental hereto which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture or to conform the Junior Subordinated Debenturesterms hereof, provided as amended and supplemented, that are applicable to the Securities of any such action does not materially adversely affect series to the interests description of the Holders terms of such Securities in the offering memorandum, prospectus supplement or other offering document applicable to such Securities at the holders time of the Preferred Securities so long as they remain outstandinginitial sale thereof;
(b2) to comply with Article XIITen;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or any series of Securities (and if such 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), to make the occurrence, or the occurrence and the continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default, or to surrender any right or power herein conferred upon the Company;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f6) to make any change herein or in any series of Securities that does not adversely affect the rights of any Securityholder of such series of Securities in any material respect; or;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(8) 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 Outstanding Security of any series created prior to the execution of such supplemental indenture that is entitled to the benefit of such provision and as to which such supplemental indenture would apply;
(9) to secure any series of Securities;
(10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 7.10(5);
(11) 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; provided that any such action shall not adversely affect the rights of the Securityholders of such series of Securities;
(12) to prohibit the authentication and delivery of additional series of Securities; or
(13) to comply with any requirements of the Securities and Exchange Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to shall join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.02.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. (a) In addition to any supplemental indenture otherwise authorized by this Indenture, the Company Company, the Guarantor Subsidiaries 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:
(a1) to cure any ambiguity, defect, or inconsistency herein, 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 Junior Subordinated Debentures, provided that any such action does Board of Directors may deem necessary or desirable and which shall not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingSecurities;
(b2) to comply with evidence the succession of another corporation to the Company or any Guarantor Subsidiary, or successive successions and the assumption by the successor entity of the covenants, agreements and obligations of the Company pursuant to Article XIIX and of a Guarantor Subsidiary pursuant to Article Eleventh, as permitted hereunder;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of the Company for the benefit of the Holders 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 CompanyCompany or to add any additional Events of Default for the benefit of the holders of all series of Securities;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities (prior to the issuance thereof), as herein set forth;
(f6) to make any change that does not materially adversely affect the rights of any Securityholder in any material respect; orSecurityholder;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series prior to the issuance of such Securities as provided in Section 2.01, to establish the form of any certifications required to be furnished 45 pursuant to the terms of this Indenture or any series of Securities, or to add to the rights of the Holdersholders of any series of Securities;
(8) to secure the Securities pursuant to the requirements of Sections 4.05 or 10.03;
(9) 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 of any series Outstanding created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision;
(10) 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 7.12;
(11) to allow any Guarantor Subsidiary to execute a supplemental indenture in respect of a Subsidiary Guarantee;.
(12) to provide for the release of a Guarantor Subsidiary in respect of a Subsidiary Guarantee pursuant to Article XI; and (13) to comply with requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's own rights, duties or immunities under this Indenture or otherwise. .
(b) Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (Consol Energy Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, defect or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Debt Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b2) to comply with Article XIIX;
(c3) to provide for uncertificated Junior Subordinated Debentures Debt Securities in addition to or in place of certificated Junior Subordinated DebenturesDebt Securities;
(d4) to add to the covenants of the Company for the benefit of the Holders holders of all or any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt 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 Company;
(e5) to add to, delete from, or revise the conditions, limitations, limitations and restrictions on the authorized amount, terms, terms or purposes of issue, authentication, authentication and delivery of Junior Subordinated DebenturesDebt Securities, as herein set forth;
(f6) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g7) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities of any series as provided in Section 2.01, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Debt Securities, or to add to the rights of the Holdersholders of any series of Debt Securities. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Debt Securities at the time Outstanding, Outstanding notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (Illinois Power Co)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company and the Trustee may from time to time and at any time may 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 To cure any ambiguity, mistake, omission, defect, or inconsistency herein, herein or in the Junior Subordinated DebenturesSecurities of any series;
(b) 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 Company may deem necessary or desirable, provided that any such action does and which shall not materially in each case adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
(b) to comply with Article XIISecurities;
(c) to evidence the succession of another Person to the Company, or successive successions, and the assumption by the successor Person of the covenants, agreements and obligations of the Company, as the case may be, pursuant to Article X;
(d) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(de) to add to the covenants of the Company for the benefit of the Holders holders of all or any outstanding series of Securities (and if such covenants are to be for the benefit of less than all outstanding 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 Company;
(ef) to add toany additional Events of Default for the benefit of the holders of all or any outstanding series of Securities (and if such Events of Default are to be applicable to less than all outstanding series, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes stating that such Events of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forthDefault are expressly being included solely to be applicable to such series);
(fg) to change or eliminate any of the provisions of this Indenture, provided that any such change or elimination shall not become effective with respect to any outstanding Security of any series created prior to the execution of such supplemental indenture which is entitled to the benefit of such provision;
(h) to secure the Securities of any series;
(i) to make any other change that does not adversely affect the rights of any Securityholder of Outstanding Securities;
(j) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, to provide which, if any, of the covenants of the Company shall apply to such series, and to provide which of the Events of Default shall apply to such series or to define the rights of the holders of such series of Securities;
(k) to comply with requirements of the Commission in order to effect or maintain the qualification of this Indenture under the Trust Indenture Act;
(l) to issue additional Securities of any material respectseries; provided that such additional Securities have the same terms as, and be deemed part of the same series as, the applicable series of Securities issued hereunder to the extent required by Section 2.01(b); or
(gm) to establish evidence and provide for the form acceptance of appointment hereunder by a successor Trustee or a separate Trustee with respect to the Securities of one or more series and to add to or change any certifications required of the provisions of this Indenture as shall be necessary to be furnished provide for or facilitate the administration of the trust hereunder by more than one Trustee, pursuant to the terms requirements of this Indenture or to add to Section 7.11. Upon the rights request of the Holders. The Company, accompanied by Board Resolutions authorizing the execution of any such supplemental indenture, and upon receipt by the Trustee is hereby authorized to of the documents described in Section 9.05, the Trustee shall join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, protections, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section 9.01 may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company Issuer, the Guarantors and the Trustee may may, from time to time time, and at any time enter into an indenture or indentures supplemental hereto (which shall conform to the provisions of the Trust this Indenture Act as then in effect), without the consent of the Securityholders, Holders of the Securities hereto for one or more of the following purposes:
(a) to cure evidence a successor to the Issuer as obligor or to the Guarantors as guarantors under this Indenture;
(b) to add to the covenants of the Issuer or the Guarantors for the benefit of the Holders of Securities of any ambiguity, defect, particular series or inconsistency herein, to surrender any right or power conferred upon the Issuer or the Guarantors in this Indenture or in such Securities;
(c) to add Events of Default for the Junior Subordinated Debenturesbenefit of the Holders of Securities of any particular series;
(d) to amend or supplement any provisions of this Indenture or any supplemental indenture otherwise authorized by this Indenture; provided, provided that any such action does not no amendment or supplement shall materially adversely affect the interests of the Holders or the holders of the Preferred any such Securities so long as they remain then outstanding;
(b) to comply with Article XII;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise secure the conditions, limitations, and restrictions on the authorized amount, terms, or purposes Securities of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forthany particular series;
(f) to make any change that does not adversely affect provide for the rights acceptance of any Securityholder in any material respect; orappointment of a successor Trustee or facilitate the administration of the trusts under this Indenture by more than one Trustee;
(g) to provide for rights of Holders of Securities of any particular series if any consolidation, merger or sale of all or substantially all of property or assets of the Issuer and the Guarantors occurs;
(h) to cure any ambiguity, defect or inconsistency in this Indenture or any supplemental indenture otherwise authorized by this Indenture; provided, that this action shall not adversely affect the interests of the Holders of Securities in any material respect;
(i) to provide for the issuance of Securities or additional Securities of any series;
(j) to supplement any of the provisions of this Indenture to the extent necessary to permit or facilitate defeasance and discharge of any of the Securities; provided, that the action shall not adversely affect the interests of the Holders of such Securities in any material respect;
(k) to conform the text of this Indenture, the Guarantee or the Securities to any provision of the description thereof set forth in the offering memorandum, prospectus supplement or other offering document applicable to such Securities at the time of initial sale thereof;
(l) to comply with the rules of any applicable Depositary;
(m) to establish the form or terms of Securities of any certifications required to be furnished pursuant to the terms of this Indenture or series as permitted by Sections 2.01 and 2.02 and/or to add to the rights of the HoldersHolders of the Securities of any series;
(n) to add one of more guarantees for the benefit of Holders of the Securities;
(o) to comply with the requirements of this Indenture under the Trust Indenture Act; or
(p) to eliminate any conflict between the terms of this Indenture and the Securities and the Trust Indenture Act. The Upon the written request of the Issuer, accompanied by a copy of the resolutions of the Issuer authorizing the execution of any supplemental indenture, the Trustee is hereby authorized to join with the Company Issuer and the Guarantors in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein containedcontained and to accept the conveyance, transfer and assignment of any property thereunder, but the Trustee shall not be obligated to to, but may in reliance on an Opinion of Counsel, enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. The Trustee may rely on an Opinion of Counsel and Officers’ Certificate that such supplemental indenture is permitted by this Indenture. Any supplemental indenture authorized by the provisions of this Section 9.01 may be executed by the Company Issuer, the Guarantors and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures any Securities at the time Outstandingoutstanding, notwithstanding any of the provisions of Section 11.029.02 hereof.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, or inconsistency herein, in the Securities of any series or in the Junior Subordinated Debenturesany supplemental indenture, provided or to make such other provisions in regard to matters or questions arising under this Indenture that any such action does do not materially adversely affect the interests of the Holders Securityholders of any Securities of such series in any material respect; provided that any amendment made solely to conform the provisions of this Indenture to the description of the Securities contained in the Company’s prospectus or other offering document pursuant to which such Securities were sold will not be deemed to adversely affect the interest of the holders of the Preferred Securities so long as they remain outstandingSecurities;
(b2) to comply with Article XIITen;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f6) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(8) to add any additional Events of Default for the benefit of the holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);
(9) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;
(10) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the holder of any such Security with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;
(11) to secure the Securities; or
(12) 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 7.11. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (Athene Holding LTD)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
: (a1) to cure any ambiguity, defect, defect or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Debt Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
series; (b2) to comply with Article XII;
X; (c3) to provide for uncertificated Junior Subordinated Debentures Debt Securities in addition to or in place of certificated Junior Subordinated Debentures;
Debt Securities; (d4) to add to the covenants of the Company for the benefit of the Holders holders of all or any series of Debt Securities (and if such covenants are to be for the benefit of less than all series of Debt 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 Company;
; (e5) to add to, delete from, or revise the conditions, limitations, limitations and restrictions on the authorized amount, terms, terms or purposes of issue, authentication, authentication and delivery of Junior Subordinated DebenturesDebt Securities, as herein set forth;
; (f6) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
or (g7) to provide for the issuance of and establish the form and terms and conditions of the Debt Securities of any series as provided in Section 2.01, to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or any series of Debt Securities, or to add to the rights of the Holdersholders of any series of Debt Securities. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Debt Securities at the time Outstanding, Outstanding notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (Illinova Corp)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations stipula tions that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (Anthracite Capital Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
(b) to comply with Article XIITwelve;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g) to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or to add to the rights of the Holders. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.0211.2.
Appears in 1 contract
Samples: Subordinated Indenture (United Community Bancshares Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b2) to comply with Article XIITen;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of the Company for the benefit of the Holders 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 Company;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f6) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(8) to add any additional Events of Default for the benefit of the holders of all or any series of Securities (and if such additional Events of Default are to be for the benefit of less than all series of Securities, stating that such additional Events of Default are expressly being included solely for the benefit of such series);
(9) to add to or change any of the provisions of this Indenture to such extent as shall be necessary to permit or facilitate the issuance of Securities in uncertificated form;
(10) to add to, change or eliminate any of the provisions of this Indenture in respect of one or more series of Securities, provided that any such addition, change or elimination (A) shall neither (i) apply to any Security of any series created prior to the execution of such supplemental indenture and entitled to the benefit of such provision nor (ii) modify the rights of the holder of any such Security with respect to such provision or (B) shall become effective only when there is no such Security Outstanding;
(11) to secure the Securities; or
(12) 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 7.11. 58 The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Samples: Indenture (GBL Trust I)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, herein or in the Junior Subordinated Debentures, provided Securities of any series that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingHolders;
(b) to comply with Article XIIX;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or any series of Securities (and if such 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), to make the occurrence, or the occurrence and the continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default, or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.1, 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 Holdersholders of any series of Securities;
(h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee; or
(i) to comply with any requirements of the Securities and Exchange Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.2.
Appears in 1 contract
Samples: Indenture (Depomed Inc)
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or to surrender any right or power herein conferred upon the Company;series of Securities (and if such covenants,
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(h) to evidence and provide for the acceptance of appointment hereunder by a successor trustee; or
(i) to comply with any requirements of the Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.029.02.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, herein or in the Junior Subordinated Debentures, provided that Securities of any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstandingseries;
(b) to comply with Article XIITen;
(c) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or any series of Securities (and if such 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), to make the occurrence, or the occurrence and the continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default, or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or;
(g) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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. The Trustee is hereby authorized holders of any series of Securities;
(h) to join evidence and provide for the acceptance of appointment hereunder by a successor trustee; or
(i) to comply with any requirements of the Securities and Exchange Commission or any successor in connection with the Company in the execution qualification of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by under the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.02Trust Indenture Act.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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:
(a1) to cure any ambiguity, defect, ambiguity or inconsistency herein, to correct or supplement any provision contained herein or in any indenture supplemental hereto which may be defective or inconsistent with any other provision contained herein or in any supplemental indenture or to conform the Junior Subordinated Debenturesterms hereof, provided as amended and supplemented, that are applicable to the Securities of any such action does not materially adversely affect series to the interests description of the Holders terms of such Securities in the offering memorandum, prospectus supplement or other offering document applicable to such Securities at the holders time of the Preferred Securities so long as they remain outstandinginitial sale thereof;
(b2) to comply with Article XIITen;
(c3) to provide for uncertificated Junior Subordinated Debentures Securities in addition to or in place of certificated Junior Subordinated DebenturesSecurities;
(d4) to add to the covenants of covenants, restrictions, conditions or provisions relating to the Company for the benefit of the Holders holders of all or any series of Securities (and if such 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), to make the occurrence, or the occurrence and the continuance, of a default in any such additional covenants, restrictions, conditions or provisions an Event of Default, or to surrender any right or power herein conferred upon the Company;
(e5) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated DebenturesSecurities, as herein set forth;
(f6) to make any change herein or in any series of Securities that does not adversely affect the rights of any Securityholder of such series of Securities in any material respect; or;
(g7) to provide for the issuance of and establish the form and terms and conditions of the Securities of any series as provided in Section 2.01, 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 Holdersholders of any series of Securities;
(8) 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 Outstanding Security of any series created prior to the execution of such supplemental indenture that is entitled to the benefit of such provision and as to which such supplemental indenture would apply;
(9) to secure any series of Securities;
(10) to evidence and provide for the acceptance of appointment hereunder by a successor Trustee with respect to one or more series of Securities and to add to or change any of the provisions of this Indenture as shall be necessary for or facilitate the administration of the trusts hereunder by more than one Trustee, pursuant to the requirements of Section 7.10(5);
(11) 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; provided that any such action shall not adversely affect the rights of the Securityholders of such series of Securities;
(12) to prohibit the authentication and delivery of additional series of Securities; or
(13) to comply with any requirements of the Securities and Exchange Commission or any successor in connection with the qualification of this Indenture under the Trust Indenture Act. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that affects the Trustee's ’s own rights, duties or immunities under this Indenture or otherwise. Any supplemental indenture authorized by the provisions of this Section may be executed by the Company and the Trustee without the consent of the Holders holders of any of the Junior Subordinated Debentures Securities at the time Outstanding, notwithstanding any of the provisions of Section 11.02.
Appears in 1 contract
Supplemental Indentures Without the Consent of Securityholders. In addition to any supplemental indenture otherwise authorized by this Indenture, the Company 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 cure any ambiguity, defect, or inconsistency herein, or in the Junior Subordinated Debentures, provided that any such action does not materially adversely affect the interests of the Holders or the holders of the Preferred Securities so long as they remain outstanding;
(b) to comply with Article XII;
(c) to provide for uncertificated Junior Subordinated Debentures in addition to or in place of certificated Junior Subordinated Debentures;
(d) to add to the covenants of the Company for the benefit of the Holders or to surrender any right or power herein conferred upon the Company;
(e) to add to, delete from, or revise the conditions, limitations, and restrictions on the authorized amount, terms, or purposes of issue, authentication, and delivery of Junior Subordinated Debentures, as herein set forth;
(f) to make any change that does not adversely affect the rights of any Securityholder in any material respect; or
(g) to establish the form of any certifications required to be furnished pursuant to the terms of this Indenture or to add to the rights of the Holders. The Trustee is hereby authorized to join with the Company in the execution of any such supplemental indenture, and to make any further appropriate agreements and stipulations that may be therein contained, but the Trustee shall not be obligated to enter into any such supplemental indenture that 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 by the Company and the Trustee without the consent of the Holders of any of the Junior Subordinated Debentures at the time Outstanding, notwithstanding any of the provisions of Section 11.02.
Appears in 1 contract
Samples: Subordinated Indenture (Union Bankshares Capital Trust I)