Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receive, and (subject to Section 7.01) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, an Officers’ Certificate and an Opinion of Counsel stating that such amendment is authorized or permitted by this Indenture and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 10 contracts
Samples: Fifth Supplemental Indenture (Southwest Gas Corp), Fourth Supplemental Indenture (Southwest Gas Corp), Third Supplemental Indenture (Southwest Gas Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate of the Company and an Opinion of Counsel each stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal legal, valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 7 contracts
Samples: Indenture (Expedia Group, Inc.), Indenture (Expedia Group, Inc.), Indenture (Expedia Group, Inc.)
Trustee to Sign Amendments. The Trustee shall sign any amendment amended or supplemental indenture authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it doesNone of the Company nor any Guarantor may sign an amendment or supplemental indenture until its board of directors (or committee serving a similar function) approves it. In executing any amended or supplemental indenture, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receive, be provided with and (subject to Section 7.017.01 hereof) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate and an Opinion of Counsel stating that the execution of such amendment amended or supplemental indenture is authorized or permitted by this Indenture and that such amended or supplemental indenture constitutes is the legal legal, valid and binding obligation obligations of the Company enforceable against it in accordance with its terms terms, subject to customary exceptions. Upon the execution of any exceptions and that such amended or supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound therebycomplies with the provisions hereof (including Section 9.03).
Appears in 4 contracts
Samples: Third Supplemental Indenture (Jarden Corp), First Supplemental Indenture (Jarden Corp), First Supplemental Indenture (Jarden Corp)
Trustee to Sign Amendments. (a) The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate of the Issuer and an Opinion of Counsel each stating that such amendment is authorized or permitted by amendment, as applicable complies with the provisions of this Indenture Article IX and that such supplemental indenture (containing such amendment) constitutes the legal legal, valid and binding obligation of the Company Issuer enforceable against it in accordance with its terms subject to customary exceptions. .
(b) Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 4 contracts
Samples: Indenture (Hess Midstream LP), Indenture (Hess Midstream LP), Indenture (Hess Midstream Partners LP)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and to receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.0311.4, an Officers’ Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 4 contracts
Samples: Indenture (Reliance Steel & Aluminum Co), Indenture (Precision Flamecutting & Steel, Inc.), Indenture (Expedia, Inc.)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and to receive, and (subject to Section 7.01) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, an Officers’ Certificate and an Opinion of Counsel stating that such amendment is authorized or permitted by this Indenture and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 3 contracts
Samples: Indenture (Southwest Gas Corp), Indenture (Southwest Gas Corp), Indenture (Southwest Gas Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment amended or supplemental indenture authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it doesThe Company may not sign an amendment or supplemental indenture until its Board of Directors (or committee serving a similar function) approves it. In executing any amended or supplemental indenture, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receive, be provided with and (subject to Section 7.01601 of the Base Indenture) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate and an Opinion of Counsel stating that the execution of such amendment amended or supplemental indenture is authorized or permitted by this Indenture and that such amended or supplemental indenture constitutes is the legal legal, valid and binding obligation obligations of the Company enforceable against it in accordance with its terms terms, subject to customary exceptions. Upon the execution of any exceptions and that such amended or supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound therebycomplies with the provisions hereof (including Section 9.03).
Appears in 2 contracts
Samples: Second Supplemental Indenture (Lear Corp), Third Supplemental Indenture (Lear Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment amended or supplemental indenture authorized pursuant to this Article 9 if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it doesThe Company may not sign an amendment or supplemental indenture until its Board of Directors (or committee serving a similar function) approves it. In executing any amended or supplemental indenture, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receive, be provided with and (subject to Section 7.01601 of the Base Indenture) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate and an Opinion of Counsel stating that the execution of such amendment amended or supplemental indenture is authorized or permitted by this Indenture and that such amended or supplemental indenture constitutes is the legal legal, valid and binding obligation of the Company enforceable against it in accordance with its terms terms, subject to customary exceptions. Upon the execution of any exceptions and that such amended or supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound therebycomplies with the provisions hereof (including Section 9.03).
Appears in 2 contracts
Samples: First Supplemental Indenture (Lear Corp), Second Supplemental Indenture (Lear Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment amendment, supplement or waiver authorized pursuant to this Article 9 if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment amendment, the Trustee shall be entitled to receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee it and shall receivebe provided with, and (subject to Section 7.01) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, an Officers’ Certificate and an Opinion of Counsel stating that such amendment amendment, supplement or waiver is authorized or permitted by this Indenture and that such supplemental indenture constitutes amendment, supplement or waiver is the legal legal, valid and binding obligation of the Company Issuer and the Guarantors, enforceable against them in accordance with its terms terms, subject to customary exceptions, and complies with the provisions hereof (including Section 9.03). Upon Notwithstanding the execution foregoing, no Opinion of Counsel will be required for the Trustee to execute any supplemental indenture amendment or supplement adding a new Guarantor under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound therebyIndenture.
Appears in 2 contracts
Samples: Purchase Agreement (Vivus Inc), Indenture (Vivus Inc)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate of the Issuers and an Opinion of Counsel each stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal legal, valid and binding obligation of the Company Issuers in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 2 contracts
Samples: Indenture (Hess Midstream Partners LP), Indenture (Hess Midstream LP)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and to receive, and (subject to Section 7.01) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, an Officers’ Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article 9 and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 2 contracts
Samples: Indenture (Whole Foods Market Inc), Indenture (Whole Foods Market Inc)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.03, upon an Officers’ Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal legal, valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 2 contracts
Samples: Indenture (Expedia, Inc.), Indenture (Expedia, Inc.)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and to receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.0310.4, an Officers’ Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 2 contracts
Samples: Indenture (Ralph Lauren Corp), Indenture (Ralph Lauren Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment amendment, supplement or waiver authorized pursuant to this Article 9 if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment amendment, the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee it and shall receivebe provided with, and (subject to Section 7.01) shall be fully protected in conclusively relying upon, in addition to the documents required an Officer’s Certificate stating that such amendment, supplement or waiver is authorized or permitted by Section 10.03, an Officers’ Certificate this Indenture and an Opinion of Counsel stating that such amendment amendment, supplement or waiver is authorized or permitted by this Indenture and that such supplemental indenture constitutes is the legal valid and binding obligation of the Company Issuer and any new Note Guarantor thereto pursuant to Section 10.06, enforceable against them in accordance with its terms terms, subject to customary exceptions, and complies with the provisions hereof (including Section 9.03). Upon Notwithstanding the execution foregoing, no Opinion of Counsel will be required for the Trustee to execute any supplemental indenture amendment or supplement adding a new Note Guarantor under this Article 9, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound therebyIndenture.
Appears in 1 contract
Samples: Indenture (ResCare Finance, Inc.)
Trustee to Sign Amendments. The Trustee shall sign any amendment amended or supplemental indenture authorized pursuant to this Article 9 IX if the amendment or supplement does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it doesIn executing any amendment, waiver or supplemental indenture, the Trustee may but need not sign it. In signing such amendment the Trustee shall will be entitled to receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receive, and (subject to Section 7.01Sections 7.1 and 7.2 hereof) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.0312.2 hereof, an Officers’ Officer’s Certificate and an Opinion of Counsel stating that the execution of such amendment amended or supplemental indenture is authorized or permitted by this Indenture and that is, in respect of such supplemental indenture constitutes the legal Opinion of Counsel, a legal, valid and binding obligation of obligation, enforceable against the Company Issuer or any Guarantor, as the case may be, in accordance with its terms subject to customary exceptionsterms. Upon Notwithstanding the foregoing, no Opinion of Counsel shall be required in connection with the execution of any a supplemental indenture under this Article 9, this Indenture shall be modified that is substantially in accordance therewith, and such supplemental Indenture shall the form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.attached hereto as Exhibit B.
Appears in 1 contract
Samples: Indenture (Thor Industries Inc)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall receiveit and be provided with, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.0310.4, an Officers’ ' Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 1 contract
Samples: Indenture (Valspar Corp)
Trustee to Sign Amendments. The Trustee shall sign any amendment authorized pursuant to this Article 9 IX if the amendment does not adversely affect the rights, duties, liabilities or immunities of the Trustee. If it does, the Trustee may but need not sign it. In signing such amendment the Trustee shall receive indemnity reasonably satisfactory to it. In signing any amendment the Trustee shall it and to receive, and (subject to Section 7.017.1) shall be fully protected in conclusively relying upon, in addition to the documents required by Section 10.0310.4, an Officers’ ' Certificate of the Company and an Opinion of Counsel stating that such amendment is authorized or permitted by complies with the provisions of this Indenture Article IX and that such supplemental indenture constitutes the legal valid and binding obligation of the Company in accordance with its terms subject to customary exceptions. Upon the execution of any supplemental indenture under this Article 9IX, this Indenture shall be modified in accordance therewith, and such supplemental Indenture shall form a part of this Indenture for all purposes; and every Noteholder theretofore or thereafter authenticated and delivered hereunder shall be bound thereby.
Appears in 1 contract
Samples: Indenture (Dow Jones & Co Inc)