2029 Notes. Pursuant to Section 2.01 of the Base Indenture, the terms and provisions of the 2029 Notes are as follows: (a) The title of the 2029 Notes shall be “5.300% First Lien Notes due 2029.” (b) The 2029 Notes shall be initially limited to $1,750,000,000 aggregate principal amount. Subject to compliance with Section 4.12 of the Base Indenture, the Issuers may, without the consent of the Holders of the 2029 Notes, increase such aggregate principal amount in the future, on the same terms and conditions, except for any differences in the issue date, issue price and, if applicable, the first Interest Payment Date and the first date from which interest will accrue. The 2029 Notes issued originally hereunder and any additional Notes of such series subsequently issued, shall be treated as a single class for purposes of the Indenture, including waivers, amendments, redemptions and offers to purchase; provided that if any such additional Notes are not fungible with the Initial Notes of such series for U.S. federal income tax purposes, such additional Notes of such series will have a separate CUSIP number and ISIN number from the Initial Notes of such series. (c) The price at which the 2029 Notes shall be issued to the public is 99.313%. (d) The Stated Maturity for the 2029 Notes shall be on October 1, 2029. The 2029 Notes shall not require any principal or premium payments prior to the Stated Maturity. (e) The rate at which the 2029 Notes shall bear interest shall be 5.300% per annum (the “Original Interest Rate”), as set forth in Section 1 of the form of 2029 Note attached hereto as Exhibit A, subject to adjustment pursuant to this clause (e) and in Section 2 of the form of 2029 Note attached hereto as Exhibit A. Interest on the 2029 Notes shall accrue from the most recent date to which interest has been paid, or, if no interest has been paid, from March 20, 2019; provided that the first Interest Payment Date shall be October 1, 2019. Each April 1 and October 1 in each year, commencing October 1, 2019, shall be an Interest Payment Date for the 2029 Notes. The March 15 or September 15 (whether or not a Business Day), as the case may be, immediately preceding an Interest Payment Date shall be the Record Date for the interest payable on such Interest Payment Date, even if such 2029 Notes are canceled after such record date and on or before such Interest Payment Date, except as provided in Section 2.12 of the Base Indenture with respect to defaulted interest. If an Interest Payment Date is a Legal Holiday at a place of payment, payment may be made at that place on the next succeeding day that is a Business Day, and no interest on such payment will accrue in respect of the delay. The Issuers shall pay interest on overdue principal at a rate equal to the then applicable interest rate on the 2029 Notes to the extent lawful, and the Issuers shall pay interest on overdue installments of interest at the same rate to the extent lawful. In addition, the Issuers shall pay Special Interest, if any, payable pursuant to the Registration Rights Agreement. All references in the Indenture, in any context, to any interest or other amount payable on or with respect to the 2029 Notes shall be deemed to include any Special Interest required to be paid pursuant to the Registration Rights Agreement. The interest rate payable on the 2029 Notes shall be subject to adjustment from time to time if either ▇▇▇▇▇’▇ or S&P (or, if applicable, a “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) under the Exchange Act selected by the Issuers under the Indenture, as a replacement for ▇▇▇▇▇’▇ or S&P, or both, as the case may be (each, a “Substitute Rating Agency”)) downgrades (or subsequently upgrades) its rating assigned to the 2029 Notes, as set forth below. Each of ▇▇▇▇▇’▇, S&P and any Substitute Rating Agency is an “Interest Rate Rating Agency,” and together they are “Interest Rate Rating Agencies.” The Trustee shall not be responsible for monitoring the ratings of the 2029 Notes. The Issuers shall notify the Trustee in writing of any adjustment to the interest rate due to a ratings change pursuant to this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A. If the rating of the 2029 Notes from one or both of ▇▇▇▇▇’▇ or S&P (or, if applicable, any Substitute Rating Agency) is decreased to a rating set forth in either of the immediately following tables, the interest rate on the 2029 Notes shall increase from the Original Interest Rate by an amount equal to the sum of the percentages per annum set forth in the following tables opposite those ratings: Ba1 0.25 % Ba2 0.50 % Ba3 0.75 % B1 or below 1.00 % BB+ 0.25 % BB 0.50 % BB- 0.75 % B+ or below 1.00 % * Including the equivalent ratings of any Substitute Rating Agency therefor. For purposes of making adjustments to the interest rate on the 2029 Notes, the following rules of interpretation will apply: (1) if at any time less than two Interest Rate Rating Agencies provide a rating on the 2029 Notes for reasons not within the Issuers’ control (i) the Issuers will use commercially reasonable efforts to obtain a rating on the 2029 Notes from a Substitute Rating Agency for purposes of determining any increase or decrease in the interest rate on the 2029 Notes pursuant to the tables above, (ii) such Substitute Rating Agency will be substituted for the last Interest Rate Rating Agency to provide a rating on the 2029 Notes but which has since ceased to provide such rating, (iii) the relative ratings scale used by such Substitute Rating Agency to assign ratings to senior secured debt will be determined in good faith by an independent investment banking institution of national standing appointed by the Issuers and, for purposes of determining the applicable ratings included in the applicable table above with respect to such Substitute Rating Agency, such ratings shall be deemed to be the equivalent ratings used by ▇▇▇▇▇’▇ or S&P, as applicable, in such table, and (iv) the interest rate on the 2029 Notes will increase or decrease, as the case may be, such that the interest rate equals the Original Interest Rate plus the appropriate percentage, if any, set forth opposite the rating from such Substitute Rating Agency in the applicable table above (taking into account the provisions of clause (iii) above) (plus any applicable percentage resulting from a decreased rating by the other Interest Rate Rating Agency); (2) for so long as only one Interest Rate Rating Agency provides a rating on the 2029 Notes, any increase or decrease in the interest rate on the 2029 Notes necessitated by a reduction or increase in the rating by that Interest Rate Rating Agency shall be twice the applicable percentage set forth in the applicable table above; (3) if both Interest Rate Rating Agencies cease to provide a rating on the 2029 Notes for any reason, and no Substitute Rating Agency has provided a rating on the 2029 Notes, the interest rate on the 2029 Notes will increase to, or remain at, as the case may be, 2.00% per annum above the interest rate on the 2029 Notes prior to any such adjustment; (4) if ▇▇▇▇▇’▇ or S&P ceases to rate the 2029 Notes or make a rating of the 2029 Notes publicly available for reasons within the Issuers’ control, the Issuers will not be entitled to obtain a rating from a Substitute Rating Agency and the increase or decrease in the interest rate on the 2029 Notes shall be determined in the manner described above as if either only one or no Interest Rate Rating Agency provides a rating on the 2029 Notes, as the case may be; (5) each interest rate adjustment required by any decrease or increase in a rating as set forth above, whether occasioned by the action of ▇▇▇▇▇’▇ or S&P (or, in either case, any Substitute Rating Agency), shall be made independently of (and in addition to) any and all other interest rate adjustments occasioned by the action of the other Interest Rate Rating Agency; (6) in no event will the interest rate on the 2029 Notes be reduced to below the Original Interest Rate; and (7) subject to clauses (3) and (4) above, no adjustment in the interest rate on the 2029 Notes shall be made solely as a result of an Interest Rate Rating Agency ceasing to provide a rating on the 2029 Notes. If at any time the interest rate on the 2029 Notes has been adjusted upward and either of the Interest Rate Rating Agencies subsequently increases its rating of the 2029 Notes, the interest rate on the 2029 Notes will again be adjusted (and decreased, if appropriate) such that the interest rate on the 2029 Notes equals the interest rate on the 2029 Notes prior to any such adjustment plus (if applicable) an amount equal to the sum of the percentages per annum set forth opposite the ratings in the tables above with respect to the ratings assigned to the 2029 Notes (or deemed assigned) at that time, all calculated in accordance with the rules of interpretation set forth above. If ▇▇▇▇▇’▇ or any Substitute Rating Agency subsequently increases its rating on the 2029 Notes to “Baa3” (or its equivalent if with respect to any Substitute Rating Agency) or higher and S&P or any Substitute Rating Agency subsequently increases its rating on the 2029 Notes to “BBB–” (or its equivalent if with respect to any Substitute Rating Agency) or higher, the interest rate on the 2029 Notes will be decreased to the interest rate on the 2029 Notes prior to any adjustments made pursuant to this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A. Any increase or decrease in the interest rate described in this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A shall take effect from the first day of the interest period immediately following the interest period during which a rating change occurs requiring an adjustment in the interest rate. If either Interest Rate Rating Agency changes its rating of the 2029 Notes more than once during any particular interest period, the last such change by such Interest Rate Rating Agency to occur shall control in the event of a conflict for purposes of any increase or decrease in the interest rate. The interest rate shall permanently cease to be subject to any adjustment (notwithstanding any subsequent decrease in the ratings by either Interest Rate Rating Agency) if the 2029 Notes become rated “Baa1” or higher by ▇▇▇▇▇’▇ (or its equivalent if with respect to any Substitute Rating Agency) and “BBB+” or higher by S&P (or its equivalent if with respect to any Substitute Rating Agency), in each case with a stable or positive outlook. If the interest rate payable on the 2029 Notes is increased as set forth in this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A, the term “interest”, as used in the Indenture with respect to the 2029 Notes, shall be deemed to include any such additional interest unless the context otherwise requires. (f) Payments of principal of, premium and Special Interest, if any, and interest on the 2029 Notes represented by one or more Global Notes initially registered in the name of The Depository Trust Company (the “Depositary”) or its nominee with respect to the 2029 Notes shall be made by the Issuers through the Trustee in immediately available funds to the Depositary or its nominee, as the case may be. (g) The 2029 Notes shall be redeemable in accordance with the terms and provisions set forth in Section 2 hereof and (to the extent they do not conflict with Section 2 hereof) the terms and provisions of Article 3 of the Base Indenture. (h) There shall be no mandatory sinking fund for the payments of the 2029 Notes. (i) The 2029 Notes shall be represented by one or more Global Notes deposited with the Depositary and registered in the name of the nominee of the Depositary. The 2029 Notes, including the form of the certificate of authentication, shall be substantially in the form attached hereto as Exhibit A, the terms of which are incorporated by reference in this 2029 Notes Supplemental Indenture. (j) The Bank of New York Mellon Trust Company, N.A. shall be the Trustee for the 2029 Notes. (k) Articles 10 and 12 of the Base Indenture shall apply to the 2029 Notes. (l) To the extent not set forth otherwise herein, the provisions of Article 2 of the Base Indenture are applicable.
Appears in 1 contract
Sources: 2029 Notes Supplemental Indenture (Dell Technologies Inc)
2029 Notes. Pursuant to Section 2.01 2.03 of the Base Indenture, the ---------- terms and provisions of the 2029 Notes are as follows:
(a) The title of the 2029 Notes shall be “5.300"7.450% First Lien Notes due 2029.”"
(b) The 2029 Notes shall be initially limited to $1,750,000,000 300,000,000 aggregate principal amount. Subject to compliance with Section 4.12 of the Base Indenture, the Issuers may, without the consent of the Holders of the 2029 Notes, increase such aggregate principal amount in the future, on the same terms and conditions, except for any differences in the issue date, issue price and, if applicable, the first Interest Payment Date and the first date from which interest will accrue. The 2029 Notes issued originally hereunder and any additional Notes of such series subsequently issued, shall be treated as a single class for purposes of the Indenture, including waivers, amendments, redemptions and offers to purchase; provided that if any such additional Notes are not fungible with the Initial Notes of such series for U.S. federal income tax purposes, such additional Notes of such series will have a separate CUSIP number and ISIN number from the Initial Notes of such series.
(c) The price at which the 2029 Notes shall be issued to the public is 99.313%.
(d) The Stated Maturity for the 2029 Notes shall be on October 1, 2029. The 2029 Notes shall not require any principal or premium payments prior to the Stated Maturitymaturity on October 15, 2029.
(ed) The rate at which the 2029 Notes shall bear interest shall be 5.3007.450% per annum (the “Original Interest Rate”), as set forth in Section 1 of the form of 2029 Note attached hereto as Exhibit A, subject to adjustment pursuant to this clause (e) and in Section 2 of the form of 2029 Note attached hereto as Exhibit A. Interest annum; interest on the 2029 Notes shall accrue from the most recent date to which interest has been paid, paid or, if no interest has been paid, from March 20October 12, 20191999; provided that the first Interest Payment Date interest shall be October 1computed on the basis of a 360-day year consisting of twelve 30-day months and, 2019. Each in the case of an incomplete month, the actual days elapsed; the interest payment dates on which such interest shall be payable shall be April 1 15 and October 1 in each year15, commencing October 1beginning April 15, 2019, shall be an Interest Payment Date 2000; and the record dates for the 2029 Notes. The March 15 or September 15 (whether or not a Business Day), as the case may be, immediately preceding an Interest Payment Date shall be the Record Date for the interest payable on such Interest Payment Date, even if such 2029 Notes are canceled after such record date and on or before such Interest Payment Date, except as provided in Section 2.12 determination of the Base Indenture with respect to defaulted interest. If an Interest Payment Date is a Legal Holiday at a place holders of payment, payment may be made at that place on the next succeeding day that is a Business Day, and no interest on such payment will accrue in respect of the delay. The Issuers shall pay interest on overdue principal at a rate equal to the then applicable interest rate on the 2029 Notes to whom such interest is payable shall be the extent lawfulimmediately preceding April 1 (for April 15 payment dates) and October 1 (for October 15 payment dates).
(e) All payments of principal of, and the Issuers shall pay interest on overdue installments of interest at the same rate to the extent lawful. In additionon, the Issuers shall pay Special Interest, if any, payable pursuant to the Registration Rights Agreement. All references in the Indenture, in any context, to any interest or other amount payable on or with respect to the 2029 Notes shall be deemed to include any Special Interest required to be paid pursuant to the Registration Rights Agreementpayable in Dollars. The interest rate payable on the 2029 Notes shall be subject to adjustment from time to time if either ▇▇▇▇▇’▇ or S&P (or, if applicable, a “nationally recognized statistical rating organization” within the meaning of Section 3(a)(62) under the Exchange Act selected by the Issuers under the Indenture, as a replacement for ▇▇▇▇▇’▇ or S&P, or both, as the case may be (each, a “Substitute Rating Agency”)) downgrades (or subsequently upgrades) its rating assigned to the 2029 Notes, as set forth below. Each of ▇▇▇▇▇’▇, S&P and any Substitute Rating Agency is an “Interest Rate Rating Agency,” and together they are “Interest Rate Rating Agencies.” The Trustee shall not be responsible for monitoring the ratings of the 2029 Notes. The Issuers shall notify the Trustee in writing of any adjustment to the interest rate due to a ratings change pursuant to this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A. If the rating of the 2029 Notes from one or both of ▇▇▇▇▇’▇ or S&P (or, if applicable, any Substitute Rating Agency) is decreased to a rating set forth in either of the immediately following tables, the interest rate on the 2029 Notes shall increase from the Original Interest Rate by an amount equal to the sum of the percentages per annum set forth in the following tables opposite those ratings: Ba1 0.25 % Ba2 0.50 % Ba3 0.75 % B1 or below 1.00 % BB+ 0.25 % BB 0.50 % BB- 0.75 % B+ or below 1.00 % * Including the equivalent ratings of any Substitute Rating Agency therefor. For purposes of making adjustments to the interest rate on the 2029 Notes, the following rules of interpretation will apply:
(1) if at any time less than two Interest Rate Rating Agencies provide a rating on the 2029 Notes for reasons not within the Issuers’ control (i) the Issuers will use commercially reasonable efforts to obtain a rating on the 2029 Notes from a Substitute Rating Agency for purposes of determining any increase or decrease in the interest rate on the 2029 Notes pursuant to the tables above, (ii) such Substitute Rating Agency will be substituted for the last Interest Rate Rating Agency to provide a rating on the 2029 Notes but which has since ceased to provide such rating, (iii) the relative ratings scale used by such Substitute Rating Agency to assign ratings to senior secured debt will be determined in good faith by an independent investment banking institution of national standing appointed by the Issuers and, for purposes of determining the applicable ratings included in the applicable table above with respect to such Substitute Rating Agency, such ratings shall be deemed to be the equivalent ratings used by ▇▇▇▇▇’▇ or S&P, as applicable, in such table, and (iv) the interest rate on the 2029 Notes will increase or decrease, as the case may be, such that the interest rate equals the Original Interest Rate plus the appropriate percentage, if any, set forth opposite the rating from such Substitute Rating Agency in the applicable table above (taking into account the provisions of clause (iii) above) (plus any applicable percentage resulting from a decreased rating by the other Interest Rate Rating Agency);
(2) for so long as only one Interest Rate Rating Agency provides a rating on the 2029 Notes, any increase or decrease in the interest rate on the 2029 Notes necessitated by a reduction or increase in the rating by that Interest Rate Rating Agency shall be twice the applicable percentage set forth in the applicable table above;
(3) if both Interest Rate Rating Agencies cease to provide a rating on the 2029 Notes for any reason, and no Substitute Rating Agency has provided a rating on the 2029 Notes, the interest rate on the 2029 Notes will increase to, or remain at, as the case may be, 2.00% per annum above the interest rate on the 2029 Notes prior to any such adjustment;
(4) if ▇▇▇▇▇’▇ or S&P ceases to rate the 2029 Notes or make a rating of the 2029 Notes publicly available for reasons within the Issuers’ control, the Issuers will not be entitled to obtain a rating from a Substitute Rating Agency and the increase or decrease in the interest rate on the 2029 Notes shall be determined in the manner described above as if either only one or no Interest Rate Rating Agency provides a rating on the 2029 Notes, as the case may be;
(5) each interest rate adjustment required by any decrease or increase in a rating as set forth above, whether occasioned by the action of ▇▇▇▇▇’▇ or S&P (or, in either case, any Substitute Rating Agency), shall be made independently of (and in addition to) any and all other interest rate adjustments occasioned by the action of the other Interest Rate Rating Agency;
(6) in no event will the interest rate on the 2029 Notes be reduced to below the Original Interest Rate; and
(7) subject to clauses (3) and (4) above, no adjustment in the interest rate on the 2029 Notes shall be made solely as a result of an Interest Rate Rating Agency ceasing to provide a rating on the 2029 Notes. If at any time the interest rate on the 2029 Notes has been adjusted upward and either of the Interest Rate Rating Agencies subsequently increases its rating of the 2029 Notes, the interest rate on the 2029 Notes will again be adjusted (and decreased, if appropriate) such that the interest rate on the 2029 Notes equals the interest rate on the 2029 Notes prior to any such adjustment plus (if applicable) an amount equal to the sum of the percentages per annum set forth opposite the ratings in the tables above with respect to the ratings assigned to the 2029 Notes (or deemed assigned) at that time, all calculated in accordance with the rules of interpretation set forth above. If ▇▇▇▇▇’▇ or any Substitute Rating Agency subsequently increases its rating on the 2029 Notes to “Baa3” (or its equivalent if with respect to any Substitute Rating Agency) or higher and S&P or any Substitute Rating Agency subsequently increases its rating on the 2029 Notes to “BBB–” (or its equivalent if with respect to any Substitute Rating Agency) or higher, the interest rate on the 2029 Notes will be decreased to the interest rate on the 2029 Notes prior to any adjustments made pursuant to this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A. Any increase or decrease in the interest rate described in this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A shall take effect from the first day of the interest period immediately following the interest period during which a rating change occurs requiring an adjustment in the interest rate. If either Interest Rate Rating Agency changes its rating of the 2029 Notes more than once during any particular interest period, the last such change by such Interest Rate Rating Agency to occur shall control in the event of a conflict for purposes of any increase or decrease in the interest rate. The interest rate shall permanently cease to be subject to any adjustment (notwithstanding any subsequent decrease in the ratings by either Interest Rate Rating Agency) if the 2029 Notes become rated “Baa1” or higher by ▇▇▇▇▇’▇ (or its equivalent if with respect to any Substitute Rating Agency) and “BBB+” or higher by S&P (or its equivalent if with respect to any Substitute Rating Agency), in each case with a stable or positive outlook. If the interest rate payable on the 2029 Notes is increased as set forth in this clause (e) and Section 2 of the form of 2029 Note attached hereto as Exhibit A, the term “interest”, as used in the Indenture with respect to the 2029 Notes, shall be deemed to include any such additional interest unless the context otherwise requires.
(f) Payments of principal of, premium and Special Interest, if any, of and interest on the 2029 Notes represented by one or more Global Notes Securities initially registered in the name of The Depository Trust Company (the “"Depositary”") or its nominee with respect to the 2029 Notes shall be made by the Issuers Company through the Trustee in immediately available funds to the Depositary or its nominee, as the case may be. For so long as The Depository Trust Company acts as depositary for the 2029 Notes, the 2029 Notes will bear the following legend, in addition to the legend referred to in Section 2.15 of the Indenture: UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY, A NEW YORK CORPORATION (ADTC@), NEW YORK, NEW YORK, TO THE COMPANY OR ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR IN SUCH OTHER NAME AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC (AND ANY PAYMENT IS MADE TO CEDE & CO. OR TO SUCH OTHER ENTITY AS IS REQUESTED BY AN AUTHORIZED REPRESENTATIVE OF DTC) ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR OTHERWISE BY OR TO ANY PERSON IS WRONGFUL INASMUCH AS THE REGISTERED OWNER HEREOF, CEDE & CO., HAS AN INTEREST HEREIN. If the 2029 Notes are issued in definitive form, then interest, other than interest at maturity or upon redemption, may be made by check mailed to the address of the person entitled to interest as it appears on the Debt Security Register with respect to the 2029 Notes at the close of business on the regular record date corresponding to the relevant interest payment date. Notwithstanding the foregoing, (i) the Depositary as holder of the 2029 Notes or (ii) a holder of more than $10.0 million in aggregate principal amount of 2029 Notes in definitive form, can require the paying agent for the 2029 Notes to make payments of interest, other than interest due at maturity or upon redemption, by wire transfer of immediately available funds into an account maintained by the holder at a banking institution in the United States, by sending appropriate written wire transfer transactions as long as the paying agent receives the instructions no less than 10 days prior to the applicable interest payment date. The principal and interest payable on the 2029 Notes at maturity or upon redemption will be paid by wire transfer of immediately available funds to the person or persons to whom principal is payable against presentation of the 2029 Notes at the office of an authorized paying agent for the 2029 Notes.
(gf) The 2029 Notes shall will be redeemable at any time, at the option of the Company, in accordance with the terms whole or from time to time in part, upon not less than 30 days and provisions set forth not more than 60 days notice, at a price calculated as provided in Section 2 hereof 4 of this Supplemental Indenture and (to the extent they do not conflict with Section 2 hereof4 of this Supplemental Indenture) pursuant to the terms and provisions of Article 3 Sections 3.03 and 3.04 of the Base Indenture.
(h) There shall be no mandatory sinking fund for the payments of the 2029 Notes.
(ig) The 2029 Notes initially shall be represented by one or more Global Notes Securities deposited with the Depositary and registered in the name of the nominee of the Depositary. The 2029 Notes will not be issued as Bearer Securities.
(h) The Company is under no obligation to redeem, purchase or repay any of the 2029 Notes pursuant to any sinking fund or analogous provisions or at the option of a Holder thereof.
(i) As long as the Depositary or its nominee, or a successor Depositary or its nominee, is the registered owner of the Global Securities relating to the 2029 Notes, including the form owners of the certificate of authentication, beneficial interests in such Global Securities shall not be substantially in entitled to have the form attached hereto as Exhibit A, the terms of which are incorporated by reference in this 2029 Notes Supplemental Indentureregistered in their names and shall not receive or be entitled to receive physical delivery of 2029 Notes in definitive form except (i) as provided in Section 2.15(c) of the Indenture or (ii) if an Event of Default with respect to the 2029 Notes has occurred and is continuing.
(j) The Chase Bank of New York Mellon Trust CompanyTexas, N.A. National Association shall be the Trustee and Registrar for the 2029 NotesNotes under the Indenture. The Luxembourg Paying Agent and Transfer Agent for the 2029 Notes is Chase Manhattan Bank Luxembourg S.
A. The Company may appoint and change any paying agent, registrar or co-registrar at any time. The Company may act as paying agent, registrar or co-registrar.
(k) Articles 10 and 12 Article X of the Base Indenture shall apply to the 2029 Notes.
(l) The 2029 Notes shall be senior unsecured obligations of the Company ranking pari passu with other senior unsecured indebtedness of the Company.
(m) The Company shall be subject to all the covenants set forth in Article IV of the Indenture with respect to the 2029 Notes, other than those set forth in Section 4.06.
(n) To the extent not set forth otherwise herein, the provisions of Article 2 Section 2.03 of the Base Indenture are not applicable.
Appears in 1 contract
Sources: First Supplemental Indenture (Electronic Data Systems Corp /De/)