TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the Trustee will, and is hereby authorized to, execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 and 11.02) will be fully protected in relying on as conclusive evidence, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.
Appears in 3 contracts
Samples: Amryt Pharma PLC, Amryt Pharma PLC, www.amrytpharma.com
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 10.01 and 11.0210.02) will be fully protected in relying on as conclusive evidenceon, in addition to the documents required by Section 11.02, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.
Appears in 2 contracts
Samples: Indenture (Progress Software Corp /Ma), Indenture (Shift Technologies, Inc.)
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 10.01 and 11.0210.02) will be fully protected in relying on as conclusive evidenceon, in addition to the documents required by Section 13.02, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is validthe legal, valid and obligation of the Company (and any Guarantor) and binding and enforceable against the Company each in accordance with its terms.
Appears in 2 contracts
Samples: Indenture (Starry Holdings, Inc.), Convertible Note Subscription Agreement (Starry Holdings, Inc.)
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 and 11.02) will be fully protected in relying on as conclusive evidenceon, in addition to the documents required by Section 13.02, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is validthe legal, valid and obligation of the Company (and any Guarantor) and binding and enforceable against the Company each in accordance with its terms.
Appears in 1 contract
Samples: Indenture (Vertical Aerospace Ltd.)
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 10.01 and 11.0210.02) will be fully protected in relying on as conclusive evidenceon, in addition to the documents required by Section 11.02, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms. Article 9.
Appears in 1 contract
Samples: Progress Software Corp /Ma
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 10.01 and 11.0210.02) will be fully protected in relying on as conclusive evidenceon, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; (B) all conditions precedent in this Indenture to such execution have been complied with; and (BC) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.
Appears in 1 contract
Samples: Super Micro Computer, Inc.
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 Section 10.01 and 11.02Section 10.02) will be fully protected in relying on as conclusive evidenceon, in addition to the documents required by Section 11.02, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.; and (C) all conditions precedent relating to such supplemental indenture have been satisfied
Appears in 1 contract
Samples: Indenture (TH International LTD)
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that the Trustee concludes adversely affects the Trustee’s rights, duties, liabilities liabilities, protections, indemnities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receive, and (subject to Sections 11.01 10.01 and 11.0210.02) will be fully protected in relying on as conclusive evidenceon, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.
Appears in 1 contract
Samples: Post Holdings, Inc.
TRUSTEE TO EXECUTE SUPPLEMENTAL INDENTURES. Upon the written request of the Company, the The Trustee will, and is hereby authorized to, will execute and deliver any amendment or supplemental indenture authorized pursuant to this Article 8; provided, however, that the Trustee need not (but may, in its sole and absolute discretion) execute or deliver any such amendment or supplemental indenture that adversely affects the Trustee’s rights, duties, liabilities or immunities. In executing any amendment or supplemental indenture, the Trustee will be entitled to receivereceive in addition to those documents provided pursuant to Section 10.02, and (subject to Sections 11.01 7.1 and 11.027.2 of the Base Indenture) will be fully protected in relying on as conclusive evidenceon, an Officer’s Certificate and an Opinion of Counsel stating that (A) the execution and delivery of such amendment or supplemental indenture is authorized or permitted by this the Indenture; and (B) in the case of the Opinion of Counsel, such amendment or supplemental indenture is valid, binding and enforceable against the Company in accordance with its terms.
Appears in 1 contract