Common use of Additional Interest Clause in Contracts

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer elects, the sole remedy for an Event of Default relating to the Issuer’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.

Appears in 4 contracts

Sources: First Supplemental Indenture (Intercept Pharmaceuticals, Inc.), Exchange Agreement (Intercept Pharmaceuticals, Inc.), Subscription Agreement (Intercept Pharmaceuticals, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Company pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (including any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 4 contracts

Sources: Indenture (iQIYI, Inc.), Indenture (Baidu, Inc.), Indenture (Pacific Alliance Group LTD)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrarycontrary (but subject to Section 6.03(b)), to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during on which such Event of Default is continuing during the 180-day period beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition occurs to, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(dthe 180th day thereafter and (ii) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day on which such Event of Default is continuing during the 185-day period beginning on, and including, the 181st day after the occurrence of such Event of Default. If the Issuer so elects to pay Additional Interest, any such Additional Interest payable pursuant to this Section 6.03 shall be payable in the same manner as Additional Interest payable pursuant to Section 4.06(d) and on the same dates as the stated interest payable on the NotesSection 4.06(e). On the 181st 365th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 365th day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesNotes and, in writing, the Trustee and the Paying Agent Agent, of such election prior to the beginning occurrence of such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. (b) The provisions of this Section 6.03(a) shall not affect the rights of Holders of the Notes in the event of the occurrence of any other Event of Default. (c) In no event shall any Additional Interest that may accrue in the event the Company elects to pay Additional Interest in respect of an Event of Default relating to its failure to comply with its obligations under Section 4.06(b) as set forth in this Section 6.03, together with any interest that may accrue pursuant to Section 4.06(d) or Section 4.06(e) accrue at a rate in excess of 0.50% per annum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 3 contracts

Sources: Indenture (Burlington Stores, Inc.), Indenture (Allegheny Technologies Inc), Indenture (Burlington Stores, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerGuarantor’s failure to comply with its obligations as set forth in Section 4.10(b‎Section 4.06(c) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to ‎Section 4.06(f) and Section 6.03(b)) at a rate equal to (x) to: A. 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and B. if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to For the avoidance of doubt, the first 180-day period set forth in this Section 6.04 6.03 shall be not commence until expiration of the 60-day period referenced in addition to, not in lieu of, any ‎Section 6.01(f) above. (b) Any Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(eshall be in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). In Notwithstanding anything in this Indenture to the contrary, in no event event, however, shall any Additional Interest payable that may accrue as a result of a Filing Default, as described in Section 4.06(d), together with any Additional Interest that may accrue in the event the Company elects pursuant to Section 4.10(d6.03 to pay Additional Interest as the sole remedy relating to the failure to comply with the Company’s obligations under ‎Section 4.06(c), Section 4.10(e) and this Section 6.04, accrue at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to ‎Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in ‎Section 4.06(c) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations‎Section 6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in ‎Section 4.06(c) in accordance with this Section 6.04 ‎Section 6.03, or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. For the avoidance of doubt, the provisions of this ‎Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.04‎Section 4.06(c), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02.

Appears in 3 contracts

Sources: Indenture (Norwegian Cruise Line Holdings Ltd.), Indenture (Norwegian Cruise Line Holdings Ltd.), Indenture (Norwegian Cruise Line Holdings Ltd.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to Section 4.06(f) and Section 6.03(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) above shall be in addition toto any Registration Default Additional Interest that may accrue pursuant to Section 4.06(d). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(e). In no event shall above, together with Registration Default Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04, at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 3 contracts

Sources: Indenture (Uniti Group Inc.), Indenture (I3 Verticals, Inc.), Indenture (Uniti Group Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 271st day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 271st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 271st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (Qudian Inc.), Indenture (BEST Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance with respect to an Event of doubt, shall not commence until the notice Default described in Section 6.02(f) has been given6.01(f), and shall be the related 90-60th day period described after written notice is provided to the Company in accordance with Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 270th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 271st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 271st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180270-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (Trina Solar LTD), Indenture (Trina Solar LTD)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to Section 4.06(f) and Section 6.03(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 90th day immediately following, and including, the date on which such Event of Default first occurred and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the period beginning on, and including, the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning onimmediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) above shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) above, together with Additional Interest payable pursuant to Sections 4.06(d) and 4.06(e)) at a rate in excess of 0.50% per annum, regardless of the number of events or Section 4.10(e). In no event shall circumstances giving rise to the requirement to pay such Additional Interest. (c) If the Company so elects, the Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e6.03(a) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest above shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 181st day thereafter (or such earlier date on which such Event of Default is cured or validly waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived prior to such 181st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company may elect to pay Additional Interest with respect to multiple Events of Default in a single written notification.

Appears in 2 contracts

Sources: Indenture (Open Text Corp), Indenture (Carbonite Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 2 contracts

Sources: Indenture (Zendesk, Inc.), Indenture (Okta, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) accrue on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company may elect to pay Additional Interest with respect to multiple Events of Default in a single written notification.

Appears in 2 contracts

Sources: Indenture (CONMED Corp), Indenture (Conmed Corp)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (Cable One, Inc.), Indenture (Cinemark Holdings, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 365th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 365th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 366th day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K, pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 2 contracts

Sources: Indenture (Alnylam Pharmaceuticals, Inc.), Indenture (Alnylam Pharmaceuticals, Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to if the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.03 of the Base Indenture or Section 4.04(a) (the “Reporting Obligations”) of this Second Supplemental Indenture shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on, but excluding, the earlier of (A) the date on which such Event of Default is no longer continuing and (B) the 91st day following the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(dand (y) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the 90-day period on which such Event of Default is continuing beginning on, and including, the 91st day following the date on which such an Event of Default first occurs and ending on, but excluding, the date on which such Event of Default is no longer continuing. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.035.03. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.03 of the Base Indenture and Section 4.04(a) of this Second Supplemental Indenture. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 5.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.035.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.035.03.

Appears in 2 contracts

Sources: Second Supplemental Indenture (TimkenSteel Corp), Convertible Notes Exchange Agreement (TimkenSteel Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Company pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (including any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (Baidu, Inc.), Indenture (iQIYI, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Partnership elects, the sole remedy for an Event of Default relating to the IssuerPartnership’s failure to comply with its obligations as set forth in Section 4.10(b‎Section 4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to ‎Section 4.06(f) and ‎Section 6.03(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 ‎Section 6.03(a) above shall be in addition toto any Registration Default Additional Interest that may accrue pursuant to ‎Section 4.06(d). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d‎Section 6.03(a) or Section 4.10(e). In no event shall above, together with Registration Default Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(d), Section 4.10(e) and this Section 6.04, at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Partnership elects to pay Additional InterestInterest pursuant to ‎Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Partnership’s failure to comply with its obligations as set forth in ‎Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations‎Section 6.02. In the event the Issuer Partnership does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Partnership’s failure to comply with its obligations as set forth in ‎Section 4.06(b) in accordance with this Section 6.04 ‎Section 6.03, or the Issuer Partnership has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. For the avoidance of doubt, the provisions of this ‎Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Partnership’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.04‎Section 4.06(b), the Issuer Partnership must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Partnership’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02.

Appears in 2 contracts

Sources: Indenture (Galaxy Digital Inc.), Indenture (Galaxy Digital Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of Notes outstanding for each day during the Notes Outstandingperiod beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Officer’s Certificate under this Section 6.03(b) shall state (i) the amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such Officer’s Certificate, the Trustee may assume without inquiry that no such Additional Interest is payable.

Appears in 2 contracts

Sources: Indenture (UpHealth, Inc.), Subscription Agreement (GigCapital2, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Company pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (including any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (Sea LTD), Indenture (Sea LTD)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period Event of Default first occurs (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, if applicable, and the 90related 60-day time period described in Section 6.02(f6.01(f) has passed). Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (MACOM Technology Solutions Holdings, Inc.), Indenture (TechTarget Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”‎Section 4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st calendar day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be occurs and ending on the earlier of (x) the date of which such Event of Default is cured or validly waived in accordance with Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to Section 4.10(dthat may accrue as a result of a Default as described ‎in ‎Section 4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond succeeding paragraph). If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in ‎Section 4.06(b) first occurs to, and including, the Reporting Obligations 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Indenture). On the 361st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with this Indenture prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in ‎‎‎Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in ‎Section 4.06(b) in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in ‎Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 6.034.06(b) together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), in accordance with ‎Section 4.06(d) accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 2 contracts

Sources: Indenture (Plug Power Inc), Indenture (Plug Power Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to if so elected by the extent the Issuer electsCompany, the sole remedy for an any Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”) shall 4.06(b), will for the first 180 360 calendar days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (xi) 0.25% per annum of the principal amount of the Outstanding Notes Outstanding for each day during the first 90-day period 180 calendar days after the occurrence of such an Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning onand (ii) 0.50% of the principal amount of Outstanding Notes for each day from the 181st day to, and including, the date on which 360th calendar day after the occurrence of such an Event of Default during which such Event of Default is continuing. If the Company so elects, the Additional Interest payable under this Section 6.03 will be payable on all Outstanding Notes from and including the date on which such Event of Default first occurs, to and including the 360th day thereafter, or such earlier date on which such Event of Default has been cured or waived. On the 361st day after such Event of Default (or earlier, if the Event of Default is cured or waived prior to such 361st day), Additional Interest payable pursuant to this Section 6.04 shall be in addition to6.03 will cease to accrue and, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if extent the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to continuing after such 181st 361st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay the Additional Interest following payable pursuant to this Section 6.03 upon an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 paragraph, or the Issuer elected elects to make such payment pay Additional Interest but does not pay the such Additional Interest when due, the Notes shall will be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay the Additional Interest payable pursuant to this Section 6.03 as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, Section 4.06(b) in accordance with the provisions of this Section 6.04paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent of such election prior to the beginning of such 180-360 day period (which, for the avoidance of doubt, which period shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and expiration of the 90-day time period described set forth in Section 6.02(f6.01(f) has passedabove). Upon the failure to timely give all Holders, the Trustee and the Paying Agent such notice, the Notes shall will be immediately subject to acceleration as provided in this Section 6.036.02. If the Company so elects, Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. Payment of the Redemption Price, Fundamental Change Purchase Price, principal and interest that are not made when due shall accrue interest at the then-applicable interest rate from the required payment date.

Appears in 2 contracts

Sources: Indenture (Envestnet, Inc.), Indenture (Envestnet, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, as provided below in this Section 6.03, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the a “Reporting ObligationsEvent of Default”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Reporting Event of Default first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default first occurs (if the Reporting Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its a Reporting ObligationsEvent of Default. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.

Appears in 2 contracts

Sources: Indenture (CorMedix Inc.), Indenture (CorMedix Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance with respect to an Event of doubt, shall not commence until the notice Default described in Section 6.02(f) has been given6.01(f), and shall be the related 90-60th day period described after written notice is provided to the Company in accordance with Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (including any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 2 contracts

Sources: Indenture (JOYY Inc.), Indenture (JOYY Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to (i) the IssuerCompany’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.10(b) (10.02 of the “Reporting Obligations”) Base Indenture shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Company pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.

Appears in 1 contract

Sources: First Supplemental Indenture (Sea LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 365th day immediately following, and including, the date on which such Event of Default first occurs. Subject to the second immediately succeeding paragraph, Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e4.06(d). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations as set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 6-K), pursuant to Section 4.06(d), accrue at a rate in excess of 1.00% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Arrival)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 365th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) accrue on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 366th day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 366th day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company may elect to pay Additional Interest with respect to multiple Events of Default in a single written notification.

Appears in 1 contract

Sources: Indenture (AMC Networks Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 360 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred, and (ii) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the aggregate principal amount of the Notes Outstandingthen outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 361st day), the Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.037.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 7.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.037.02. Notwithstanding the foregoing, Additional Interest payable pursuant to this Section 7.03 shall be in addition to any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e); provided that in no event will the rate of Additional Interest payable under this Section 7.03, when taken together with that of Additional Interest payable under Section 4.06(d) or Section 4.06(e), exceed a total of 0.50% per annum. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with first paragraph of this Section 6.047.03, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.037.02.

Appears in 1 contract

Sources: Indenture (Euronet Worldwide Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(dthe date on which such Event of Default first occurred, (b) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. In no event will the combined rate of any Additional Interest payable pursuant to Section 4.06(d) and any Additional Interest that may accrue pursuant to this Section 6.03 exceed 0.50% per annum. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 366th day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee Trustee, the Securities Administrator and the Paying Agent (if other than the Securities Administrator and the Trustee) in writing of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (BlackRock Kelso Capital CORP)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer elects, the sole remedy for an Event of Default relating to the Issuer’s failure to comply with its obligations as set forth in Section 4.10(b4.22(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to Section 4.22(f) and Section 6.17(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 6.17(a) above shall be in addition toto any Registration Default Additional Interest that may accrue pursuant to Section 4.22(d). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.17(a) or Section 4.10(e). In no event shall above, together with Registration Default Additional Interest payable pursuant to Section 4.10(d4.22(d), Section 4.10(e) and this Section 6.04, at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstandingrequirement to pay such Additional Interest. If the Issuer so elects to pay Additional Interest pursuant to Section 6.17(a), then references in this Indenture to “interest” shall be deemed to include Additional Interest, any whether or not specific reference to Additional Interest is made. (c) If the Issuer elects to pay Additional Interest pursuant to Section 6.17(a), such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all Notes then outstanding from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the Issuer’s failure to comply with its obligations as set forth in Section 4.22(b) first occurs to, but not including, the Reporting Obligations 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 361st day after such Event of Default (if such Event of Default is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Issuer’s failure to comply with its obligations as set forth in Section 4.22(b) in accordance with this Section 6.04 6.17, or the Issuer has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.17 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the above election accrue at a rate per year in excess of the applicable rate specified in Section 6.17(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.17(c). (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Issuer’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.22(b), the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning Close of Business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Issuer’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. (e) If at any time Additional Interest becomes payable by the Issuer, the Issuer shall promptly deliver to the Trustee an Officer’s Certificate to that effect, stating (i) the amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a responsible officer of the Trustee receives such an Officer’s Certificate, the Trustee may assume without inquiry that no Additional Interest is payable. If the Issuer has paid Additional Interest directly to the persons entitled to such Additional Interest, the Issuer shall deliver to the Trustee an Officer’s Certificate setting forth the particulars of such payment. If any portion of the amount payable on the Notes upon acceleration is considered by a court to be unearned interest (through the allocation of the value of the instrument to the embedded warrant or otherwise), the court could disallow recovery of any such portion.

Appears in 1 contract

Sources: Indenture (Finance of America Companies Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 1 contract

Sources: Indenture (Hubspot Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of Notes outstanding for each day during the Notes Outstandingperiod beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Officer’s Certificate under this Section 6.03 shall state (i) the amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such Officer’s Certificate, the Trustee may assume without inquiry that no such Additional Interest is payable.

Appears in 1 contract

Sources: Subscription Agreement (Kaleyra, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”‎Section 4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this ‎Article 6 and (y) the 90th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this ‎Article 6 and (y) the 180th day immediately following, and including, the date on which such event of default first occurs. Additional Interest payable pursuant to this Section 6.04 ‎Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.the

Appears in 1 contract

Sources: Indenture (LendingTree, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of Notes outstanding for each day during the Notes Outstandingperiod beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Officer’s Certificate under this Section 6.03(b) shall state (i) the amount of such Additional Indenture that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such Officer’s Certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. In no event shall any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Lightning eMotors, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall shall, for the first 180 360 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, and the related 9060-day period described in Section 6.02(f6.01(f) above has passed) ), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and subject to the second succeeding paragraph of this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding6.03. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes, and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or waived). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), the Notes shall cease to accrue Additional Interest pursuant to this Section 6.03 and be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, if applicable, and the 90related 60-day time period described in Section 6.02(f6.01(f) above has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. In no event shall Additional Interest pursuant to this Section 6.03, together with any Additional Interest payable pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Medallia, Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to (i) the Issuer’s failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the failure by the Company to comply with its reporting obligations as set forth under Section 4.05 (the obligations described in Section 4.10(bclauses (i) and (ii), the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance 60th day after written notice is provided to the Company in accordance with an Event of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed5.02(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for outstanding each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred and (y) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including the date on which such Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in under Section 6.035.03. The provisions of this Section 6.04 will 5.04 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 5.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration under Section 5.03 as provided in a result of the Event of Default pursuant to Section 6.035.02(f) is then continuing. In order to elect to pay the Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any an Event of Default relating to the failure by the Issuer Company to comply with the Reporting Obligations, Obligations in accordance with this Section 6.045.04, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent paying agent (if other than the Trustee) of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided under Section 5.03. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in Section 6.03such calculation of the Additional Interest.

Appears in 1 contract

Sources: First Supplemental Indenture (Bitdeer Technologies Group)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Hubspot Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest payable that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). (b) Notwithstanding anything in this Section 6.04 Indenture to the contrary, in no event, however, shall be in addition to, not in lieu of, Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) above, together with Additional Interest payable pursuant to Sections 4.06(d) and 4.06(e)) at a rate in excess of 0.50% per annum, regardless of the number of events or Section 4.10(e). In no event shall circumstances giving rise to the requirement to pay such Additional Interest. (c) If the Company so elects, the Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e6.03(a) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest above shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(a), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company may elect to pay Additional Interest with respect to multiple Events of Default in a single written notification.

Appears in 1 contract

Sources: Indenture (Unisys Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue, pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Twilio Inc)

Additional Interest. (a) Notwithstanding anything in the Indenture or in the Notes to the contrarySection 6.02 hereof, to the extent the Issuer Company elects, the sole remedy for an Event of Default under Section 6.01(f) relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) 5.04 hereof (the such Event of Default, a “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault”), for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) will consist exclusively of the right to receive Additional Interest on the Notes at a rate per year equal to (xi) one quarter of one percent (0.25% %) per annum of the principal amount of the Notes Outstanding outstanding for each day during the first ninety (90-day period after the occurrence of ) days such Event of Default has occurred and is continuing, beginning on and including, the day on which such Event of Default occurred and (yii) one half of one percent (0.50% per annum %) of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which next ninety (90) days such Event of Default has occurred and is continuing continuing, beginning on, and including, the date on which ninety-first (91st) day after the day such an Event of Default first occursoccurred. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Such Additional Interest shall be payable in arrears at the same time and in the same manner and on the same dates as the stated regular interest payable on the Notes. . (b) On the 181st one hundred and eighty-first (181st) day after such the date on which the Reporting Event of Default occurred (if the such Reporting Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is has not been cured or waived prior to such 181st one hundred and eighty-first (181st) day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. 6.02(a) hereof. (c) In order to elect to pay the Additional Interest as the sole remedy during the first 180 one hundred and eighty (180) days after the occurrence of any a Reporting Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04Default, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02 hereof. In the event the Company does not elect to pay Additional Interest following a Reporting Event of Default or the Company elected to pay Additional Interest but does not pay the Additional Interest when due, the Notes will be subject to acceleration as provided in Section 6.02 hereof. Except as provided in the Section 6.03(d) below, nothing in this Section 6.03 shall affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default. (d) Such Additional Interest will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes and will be separate and distinct from, and in addition to, any Additional Interest that may accrue pursuant to Section 5.08. In the event that the Company is required to pay Additional Interest to holders of Notes pursuant to this Indenture, the Company will provide written notice (“Additional Interest Notice”) to the Trustee of its obligation to pay Additional Interest no later than fifteen days prior to the proposed payment date for the Additional Interest, and the Additional Interest Notice shall set forth the amount of Additional Interest to be paid by the Company on such payment date. The Trustee shall not at any time be under any duty or responsibility to any holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest. (e) No Additional Interest described in this Section 6.03 shall accrue on account of a Reporting Event of Default, and no right to declare the principal or other amounts due and payable in respect of the Notes shall exist on account of a Reporting Event of Default once such Reporting Event of Default has been cured.

Appears in 1 contract

Sources: Indenture (Herbalife Nutrition Ltd.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 180th day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after the occurrence of such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 366th day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days 365days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Baozun Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which occurrence will be the avoidance 60th day after written notice is provided to the Company in accordance with an Event of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Alibaba Group Holding LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Ctrip Com International LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant 4.06(e) subject to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(i)) of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d)accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.

Appears in 1 contract

Sources: Indenture (Microchip Technology Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(a) (the “Reporting Obligations”) shall shall, for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of such an Event of Default and during which such Event of Default is continuing; and (yii) 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 90-day period beginning on, and including, the 91st day until the 180th day following following, and including, the occurrence of such an Event of Default, in each case, Default during which such Event of Default is continuing beginning oncontinuing. (b) Notwithstanding anything in this Indenture to the contrary, in no event shall Additional Interest accrue on any day under the terms of this Indenture (taking into consideration any Additional Interest payable pursuant to Section 6.03(a) at a rate in excess of 0.50% per annum, in the aggregate, for any violation or default caused by the Company’s failure to comply with its obligations as set forth in Section 4.06(a). (c) If the Company so elects, the Additional Interest payable pursuant to Section 6.03(a) above shall be payable as set forth in Section 4.06(d) and will accrue on all Notes then outstanding from, and including, the date on which such an the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(a) first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition occurs to, but not including, the 181st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notesthen outstanding). On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(a) is not cured or waived prior to such 181st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(a) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(a), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(a), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Whiting Petroleum Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default under this Supplement Indenture relating to (i) the Issuerfailure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the TIA any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.10(b4.06 (the obligations described in clauses (i) and (ii), the “Reporting Obligations”) shall shall, for the first 180 360 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Supplemental Indenture and (y) the 180th day immediately following, and including, the date on which Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the day on which such Event of Default first occurs 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st period beginning on, and including, the 181st day until ending on the 180th day following earlier of (x) the occurrence of such Event of Default, in each case, during date on which such the Event of Default is continuing beginning oncured or validly waived in accordance with this Supplemental Indenture and (y) the 360th day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.044.06, the Issuer Company must notify in writing provide written notice to all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Appears in 1 contract

Sources: First Supplemental Indenture (RealPage, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance with respect to an Event of doubtDefault pursuant to Section 6.01(f), shall not commence until be the 60th day after written notice described is provided to the Company in accordance with Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (E-House (China) Holdings LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default under this Indenture relating to the Issuer’s failure by the Company to comply with its reporting obligations as set forth in Section 4.10(bunder ‎Section 4.06(b) (such default, a “Reporting Event of Default” and the obligations described in clauses (i) and ‎(ii), the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance 60th day after written notice is provided to the Company in accordance with an Event of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred and (y) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including the date on which such Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.03under ‎Section 6.02. The provisions of this Section 6.04 will ‎Section 6.03 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration under ‎Section 6.02 as provided in Section 6.03. In order to elect to pay Additional Interest as a result of the sole remedy during the first 180 days after the occurrence of any Event of Default relating pursuant to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03is then continuing.

Appears in 1 contract

Sources: Indenture (Bitdeer Technologies Group)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 90 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (EQT Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations obligations as set forth in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.Section

Appears in 1 contract

Sources: Indenture (Zendesk, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 365th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) accrue on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 366th day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 366th day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company may elect to pay Additional Interest with respect to multiple Events of Default in a single written notification.

Appears in 1 contract

Sources: Indenture (Sphere Entertainment Co.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b‎Section 4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) If such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following and including, the date on which such Event of Default first occurred (in addition to any Additional Interest payable pursuant to ‎Section 4.06(d) or ‎Section 4.06(e)). Additional Interest payable pursuant to this Section 6.04 ‎Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(d) or Section 4.10(e‎Section 4.06(e). In ; provided that in no event shall Additional Interest payable pursuant to this ‎Section 6.03 together with any Additional Interest that may be payable pursuant to ‎Section 4.06(d) as a result of the Company’s failure to timely file any document or report it is required to file with the Commission pursuant to Section 4.10(d)13 or 15(d) of the Exchange Act, Section 4.10(eas applicable (after giving effect to all applicable grace periods thereunder and other than current reports on Form 8-K) and this Section 6.04, accrue at a rate in the aggregate, exceed excess of 0.50% per annum pursuant to this Indenture, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. If the Issuer so elects requirement to pay such Additional Interest, any such . Such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in ‎Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in ‎‎Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in ‎Section 4.06(b) in accordance with this Section 6.04‎Section 6.03, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure of the Company to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02.

Appears in 1 contract

Sources: Indenture (BLACKBERRY LTD)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for (1) the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (2) an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”) shall for the first 180 days 5.01 shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(dthe date on which such Event of Default first occurred, (b) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. In no event will any Additional Interest payable pursuant to this Section 4.04 exceed 0.50% per annum. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 366th day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations4.03. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due4.04, the Notes shall be immediately subject to acceleration as provided in Section 6.034.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.034.03.

Appears in 1 contract

Sources: First Supplemental Indenture (BlackRock Capital Investment Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to (i) file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”) shall 4.06 shall, for the first 180 365 days after the occurrence of such an Event of Default (whichand, for the avoidance of doubt, shall not commence until giving effect to the notice described in Section 6.02(f) has been given, and the related 9060-day period described set forth in Section 6.02(f) has passed) 6.01(f)), consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period 180 calendar days after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) and (yii) 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from from, and including, the 91st 181st calendar day until to, but excluding, the 180th 365th calendar day following after the occurrence of such an Event of Default, in each case, Default during which such Event of Default is continuing beginning on(or, and includingif earlier, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to is cured or waived as provided for in this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(eIndenture). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 365th day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 365th day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (TTM Technologies Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(a) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(c), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(a) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(a) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(a). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(f)) of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(a), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(c), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.

Appears in 1 contract

Sources: Indenture (Microchip Technology Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”‎Section 4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this ‎Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this ‎Article 6 and (y) the 360th day immediately following, and including, the date on which such event of default first occurs. Additional Interest payable pursuant to this Section 6.04 ‎Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in ‎Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in aggregate principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in ‎ ‎Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in ‎Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in ‎Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 6.0313 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to ‎Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine Additional Interest, or with respect to the nature, extent or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of Additional Interest.

Appears in 1 contract

Sources: Indenture (Kosmos Energy Ltd.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance with respect to an Event of doubt, shall not commence until the notice Default described in Section 6.02(f) has been given6.01(f), and shall be the related 90-60th day period described after written notice is provided to the Company in accordance with Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 180th day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 271st day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 271st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 271st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (GDS Holdings LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (i) 0.25% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue pursuant to Section 4.06(d) or Section 4.06(e), but subject to the provision described in the following paragraph). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). In no event shall Additional Interest payable at the Company’s election for failure to comply with its obligations set forth in Section 4.06(b) as set forth in this Section 6.03, together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d) (excluding any interest that accrues on any Deferred Additional Interest), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. If the Company elects to pay Additional Interest pursuant to this Section 6.03, such Additional Interest shall be payable on the Interest Payment Dates and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 361st day after such Event of Default (if the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 361st day), such Additional Interest will cease to accrue and the Notes will be subject to acceleration as provided in Section 6.02. In the event the Company does not elect to pay Additional Interest following an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.03, or the Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In order to elect to pay Additional Interest as the sole remedy during the 360 days after the occurrence of an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), the Company must notify (in the case of the Trustee and Paying Agent, in an Officer’s Certificate (consistent with 4.06(h)) the Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election on or before the close of business on the date on which such Event of Default first occurs (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, and the related 9060-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f6.01(f) has passed). Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Riot Platforms, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest payable that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). (b) Notwithstanding anything in this Section 6.04 Indenture to the contrary, in no event, however, shall be in addition to, not in lieu of, Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) above, together with Additional Interest payable pursuant to Sections 4.06(d) and 4.06(e)) at a rate in excess of 0.50% per annum, regardless of the number of events or Section 4.10(e). In no event shall circumstances giving rise to the requirement to pay such Additional Interest. (c) If the Company so elects, the Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e6.03(a) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest above shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(a), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. If Additional Interest is payable on the Notes, the Company shall provide an Officers’ Certificate to the Trustee on or before the record date for each Interest Payment Date such Additional Interest is payable setting forth the accrual period and the amount of such Additional Interest in reasonable detail. The Trustee may provide a copy of such Officers’ Certificate or other notice received from the Company relating to Additional Interest to any Holder upon request. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such a certificate, the Trustee may assume without inquiry that no such Additional Interest is payable. The Trustee shall not at any time be under any duty or responsibility to any Holder to determine whether any Additional Interest is payable, or with respect to the nature, extent, or calculation of the amount of any Additional Interest owed, or with respect to the method employed in such calculation of any Additional Interest. If the Company has paid Additional Interest directly to the Persons entitled to it, the Company shall deliver to the Trustee an Officers’ Certificate setting forth the particulars of such payment.

Appears in 1 contract

Sources: Indenture (On Semiconductor Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event Events of Default relating to the IssuerCompany’s failure to comply with its reporting obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall shall, for the first 180 days after the occurrence of such an Event of Default (whichwhich will be the 60th day after written notice is provided to the Company in accordance with an Event of Default pursuant to Section 6.01(g)), for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a an annual rate equal to (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 91st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall will be payable on all outstanding Notes from, and including, the date on which such Event of Default first occurs (which will be the 60th day after written notice is provided to the Company in accordance with an Event of Default pursuant to Section 6.01(g)) to, but excluding, the same manner and 181st day thereafter (or such earlier date on which the same dates as the stated interest payable on the NotesEvent of Default relating to a failure to comply with such requirements has been cured or waived or ceases to exist). On the 181st day after such Event of Default (if following the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is reporting obligations under this Indenture, if such Event of Default has not been cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this This Section 6.04 will 6.03 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than Default, and are separate and distinct from, and in addition to, the Issuer’s failure obligation to comply with its Reporting Obligationspay Additional Interest in the circumstances described in Section 4.06(e) or Section 4.06(f). In To the event extent the Issuer Company elects to pay Additional Interest, it will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes. If the Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest on the Notes as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, reporting obligations in this Indenture in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, Notes and the Trustee and the Paying Agent of such election prior on or before the close of business on the date on which such Event of Default first occurs (which will be the 60th day after written notice is provided to the beginning Company in accordance with an Event of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed6.01(g)). Upon If the failure Company fails to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event will the rate of any Additional Interest payable under the immediately preceding paragraph, when taken together with that of Additional Interest payable as described under Section 4.06 exceed a total rate of 0.50% per annum.

Appears in 1 contract

Sources: Indenture (TAL Education Group)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 2.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. 6.02. (b) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Officer’s Certificate under this Section 6.03(b) shall state (i) the amount of such Additional Interest that is payable and (ii) the date on which such Additional Interest is payable. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office such Officer’s Certificate, the Trustee may assume without inquiry that no such Additional Interest is payable.

Appears in 1 contract

Sources: Indenture (UpHealth, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: ​ ​ ​ (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notesits Exchange Act reporting obligations. On the 181st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (NIO Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived or (y) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 91st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 91st day immediately following and including the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived or (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; provided, however, that in no event shall Additional Interest accrue under the terms of this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)) at an annual rate in excess of 0.50% in the aggregate for any violation or Event of Default caused by the Company’s failure to be current in respect of its Exchange Act reporting obligations. If the Issuer so Company elects to pay Additional InterestInterest pursuant to this Section 6.03, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due6.03, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (American Equity Investment Life Holding Co)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to if the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.03 of the Base Indenture or Section 4.04(a) (the “Reporting Obligations”) of this First Supplemental Indenture shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during on which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on, but excluding, the earlier of (A) the date on which such Event of Default is no longer continuing and (B) the 91st day following the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(dand (y) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the 90-day period on which such Event of Default is continuing beginning on, and including, the 91st day following the date on which such an Event of Default first occurs and ending on, but excluding, the date on which such Event of Default is no longer continuing. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.035.03. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.03 of the Base Indenture and Section 4.04(a) of this First Supplemental Indenture. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 5.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.035.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.035.03.

Appears in 1 contract

Sources: First Supplemental Indenture (TimkenSteel Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 90th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such event of default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (LendingTree, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and subject to the second immediately succeeding paragraph of this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding6.03. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 1 contract

Sources: Indenture (Zscaler, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(a) (the “Reporting Obligations”) shall shall, for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount Reduced Principal Amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of such an Event of Default and during which such Event of Default is continuing; and (yii) 0.50% per annum of the principal amount Reduced Principal Amount of the Notes Outstanding outstanding for each day from during the 90-day period beginning on, and including, the 91st day until the 180th day following following, and including, the occurrence of such an Event of Default, in each case, Default during which such Event of Default is continuing beginning oncontinuing. (b) Notwithstanding anything in this Indenture to the contrary, in no event shall Additional Interest accrue on any day under the terms of this Indenture (taking into consideration any Additional Interest payable pursuant to Section 6.03(a)) at a rate in excess of 0.50% per annum, in the aggregate, for any violation or default caused by the Company’s failure to comply with its obligations as set forth in Section 4.06(a). (c) If the Company so elects, the Additional Interest payable pursuant to Section 6.03(a) above shall be payable as set forth in Section 4.06(d) and will accrue on all Notes then outstanding from, and including, the date on which such an the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(a) first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition occurs to, but not including, the 181st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount Reduced Principal Amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notesthen outstanding). On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(a) is not cured or waived prior to such 181st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(a) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(a), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(a), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Whiting Petroleum Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st calendar day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be occurs and ending on the earlier of (x) the date of which such Event of Default is cured or validly waived in accordance with Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to that may accrue as a result of a Default as described in Section 4.10(d) or Section 4.10(e4.06(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the Reporting Obligations 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Indenture). On the 361st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with this Indenture prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (LivaNova PLC)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for (a) an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.05 or (b) an Event of Default relating to the Company’s failure to file with the Trustee pursuant to Section 314(a)(1) of the TIA any documents or reports that we are required to file with the Commission pursuant to Section 13 or 15(s) of the Exchange Act (the obligations described in clauses (a) and (b), the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the aggregate principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 90th day immediately following, and including, the date on which such Event of Default first occurred, and (ii) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 91st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the aggregate principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 180th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 180th day), the Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing notify all Holders of the Notes, the Trustee and the Paying Agent of such election on or prior to the beginning close of such 180business on the fifth Business Day prior to the end of the 60-day period (which, for the avoidance of doubt, shall not commence until the notice described specified in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.

Appears in 1 contract

Sources: First Supplemental Indenture (Verint Systems Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to Section 4.06(f) and Section 6.03(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the period beginning on, and including, the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning onimmediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) above shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(e). In no event shall above, together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 181st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (NICE Ltd.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(f)) of such election prior to on or before the beginning open of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 1 contract

Sources: Indenture (Global Blood Therapeutics, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b‎Section 4.06(b) (the such default, a “Reporting ObligationsEvent of Default”) shall shall, for the first 180 365 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day that such Event of Default is continuing during the first 90-day period 180 days after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day outstanding from the 91st 181st day until to, and including, the 180th 365th day following the occurrence of such Event of Default, in each case, during which as long as such Event of Default is continuing beginning oncontinuing. Subject to the last paragraph of this Section 6.03, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 ‎Section 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(d) or Section 4.10(e‎Section 4.06(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which a Reporting Event of Default first occurs to, and including, the 365th day thereafter (or such earlier date on which such Reporting Event of Default is cured or validly waived in accordance with this Indenture). On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in ‎‎Section 4.06(b) is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.

Appears in 1 contract

Sources: Indenture (Euronet Worldwide, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance 60th day after written notice is provided to the Company in accordance with an Event of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Trip.com Group LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st 361st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (JD.com, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerGuarantor’s failure to comply with its obligations as set forth in Section 4.10(b‎Section 4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to ‎Section 4.06(f) and Section 6.03(b)) at a rate equal to (x) to: A. 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and B. if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to For the avoidance of doubt, the first 180-day period set forth in this Section 6.04 6.03 shall be not commence until expiration of the 60-day period referenced in addition to, not in lieu of, any ‎Section 6.01(f) above. (b) Any Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(eshall be in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). In Notwithstanding anything in this Indenture to the contrary, in no event event, however, shall any Additional Interest payable that may accrue as a result of a Filing Default, as described in Section 4.06(d), together with any Additional Interest that may accrue in the event the Company elects pursuant to Section 4.10(d6.03 to pay Additional Interest as the sole remedy relating to the Guarantor’s failure to comply with its obligations under ‎Section 4.06(b), Section 4.10(e) and this Section 6.04, accrue at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to ‎Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Guarantor’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations‎Section 6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Guarantor’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 ‎Section 6.03, or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. For the avoidance of doubt, the provisions of this ‎Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Guarantor’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in ‎Section 6.02. For the avoidance of doubt, if (x) the Company timely elects to pay Additional Interest pursuant to this Section 6.036.03 as the sole remedy during the first 360 days after the occurrence of an Event of Default relating to the Guarantor’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this paragraph (d), (y) the Company pays such Additional Interest in accordance with this Section 6.03 and this Indenture and (z) the Guarantor files the delinquent reports that were required to be filed and gave rise to the relevant Event of Default (in each case in clause (z) pursuant to the provisions set forth in Section 4.06(b)) prior to the 361st day after the occurrence of such Event of Default (or prior to the delivery of any related notice of acceleration on or after such 361st day), such Event of Default shall be deemed cured and the Notes shall not be subject to acceleration as a result of the initial failure to comply with the Guarantor’s obligations as set forth in Section 4.06(b).

Appears in 1 contract

Sources: Indenture (Norwegian Cruise Line Holdings Ltd.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”‎Section 4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st calendar day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be occurs and ending on the earlier of (x) the date of which such Event of Default is cured or validly waived in accordance with Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to Section 4.10(dthat may accrue as a result of a Default as described ‎in ‎Section 4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond succeeding paragraph). If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in ‎Section 4.06(b) first occurs to, and including, the Reporting Obligations 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Indenture). On the 361st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with this Indenture prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in ‎‎‎Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in ‎Section 4.06(b) in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in ‎Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 6.034.06(b), (excluding any interest that accrues on any Deferred Additional Interest pursuant to Section 4.06(g)), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), in accordance with ‎Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Esperion Therapeutics, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall shall, for the first 180 360 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.Section

Appears in 1 contract

Sources: Indenture (NanoString Technologies Inc)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent elected by the Issuer electsCompany, the sole remedy for an Event of Default relating to (i) the Issuer’s failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the TIA any documents or reports that the Company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the failure by the Company to comply with its reporting obligations as set forth in under Section 4.10(b) (the “Reporting Obligations”) 4.07, shall for the first 180 calendar days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive additional interest (“Additional Interest Interest”) on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including the occurrence of date on which such Event of Default first occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 90th day immediately following, and including, the date on which such Event of Default first occurred and (y) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the period beginning on, and including, the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning onimmediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition tooccurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum date on which such Event of the principal amount of the Notes OutstandingDefault first occurred. If the Issuer Company so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st calendar day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations relevant reporting obligations is not cured or waived prior to such 181st calendar day), the Notes shall be immediately subject to acceleration as provided in under Section 6.035.03. The provisions of this Section 6.04 will 5.04 shall not affect the rights of Holders of the Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 5.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in under Section 6.035.03. In order to elect to pay the Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the failure by the Issuer to comply with its reporting obligations under Section 314(a)(1) of the Reporting ObligationsTIA or under Section 4.07, in accordance with this Section 6.045.04, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to within five Business Days after the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in under Section 6.035.03. Unless and until a Responsible Officer of the Trustee receives at the Corporate Trust Office of the Trustee such a notice, the Trustee may assume without inquiry that no Additional Interest is payable.

Appears in 1 contract

Sources: First Supplemental Indenture (XPO Logistics, Inc.)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occursoccurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e)). For the avoidance of doubt, the first 180-day period described in this Section 6.03 shall not commence until expiration of the 60 day period referenced in Section 6.01(f). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. In no event shall Additional Interest payable pursuant to the foregoing election accrue at a rate per year in excess of the applicable rate specified in Section 6.03(b), regardless of the number of events or circumstances giving rise to requirements to pay such Additional Interest pursuant to this Section 6.03. . (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in an Officer’s Certificate of such election prior to on or before the beginning close of business on the date on which such 180-day period Event of Default first occurs (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f6.01(f) has been given, if applicable, and the 90related 60-day time period described in Section 6.02(f6.01(f) has passed). Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 1 contract

Sources: Indenture (Verint Systems Inc)

Additional Interest. Notwithstanding anything in any provisions of the Indenture or in the Notes to the contrary, to if the extent the Issuer Company so elects, the sole remedy for an Event of Default relating to any obligation to file reports with the Issuer’s failure to comply with its obligations Trustee as set forth in required by Section 4.10(b314(a)(1) (of the “Reporting Obligations”) shall for Trust Indenture Act or by Section 2.07 hereof or Section 10.02 of the first 180 days Base Indenture shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive additional interest (“Additional Interest Interest”) on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 9060-day period after beginning on, and including, the occurrence of such an Event of Default and during which such Event of Default is continuing; and (yb) 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st 120-day until period beginning on, and including, the 180th 61st day following following, and including, the occurrence of such an Event of Default, in each case, Default during which such Event of Default is continuing continuing; provided, however, that in no event shall such Additional Interest accrue at an annual rate in excess of 0.50% during the six-month period beginning on, and including, the date on which such an Event is six months after the last date of Default first occurs. Additional Interest payable pursuant original issuance of the Notes for any failure to this Section 6.04 shall be in addition to, not in lieu of, timely file any Additional Interest payable document or report that the Company is required to file with the SEC pursuant to Section 4.10(d13 or 15(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes OutstandingExchange Act (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K). If the Issuer so elects to pay Additional InterestCompany elects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations reporting obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.037.02 of the Base Indenture. The provisions of this This Section 6.04 will 5.02 shall not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure unrelated to comply with its Reporting Obligationsthis Section 5.02. In the event that the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due5.02, the Notes shall be immediately subject to acceleration as provided in Section 6.037.02 of the Base Indenture. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligationsreporting obligations, the Company must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, Notes and the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.037.02 of the Base Indenture. Whenever in the Indenture there is mentioned, in any context, the payment of interest on, or in respect of, any Note, such mention shall be deemed to include mention of the payment of Additional Interest provided for in this Section 5.02 to the extent that, in such context, Additional Interest is, was or would be payable in respect thereof pursuant to the provisions of this Section 5.02, and express mention of the payment of Additional Interest (if applicable) in any provision shall not be construed as excluding Additional Interest in those provisions where such express mention is not made.

Appears in 1 contract

Sources: Second Supplemental Indenture (Wyndham Worldwide Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such event of default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest. The Company shall send written notice to the Holder of each Note and the Trustee of the commencement and termination of any period on which Additional Interest accrues on such Note under any provision of this Indenture.

Appears in 1 contract

Sources: Indenture (Parsons Corp)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 2.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.on

Appears in 1 contract

Sources: First Supplemental Indenture and Amendment to Security and Pledge Agreement (UpHealth, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Company pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed6.01(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest accrue on the Notes on any day under this Indenture (taking any Additional Interest payable pursuant to this Section 6.03 together with any Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e4.06(d) and this Section 6.044.06(e)) at an annual rate accruing in excess of 0.50%, in the aggregate, exceed 0.50% per annum for any violation or Default caused by the Company’s failure to be current in respect of the principal amount of the Notes Outstandingits Exchange Act reporting obligations. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations obligations under Section 4.06(b) is not cured or waived prior to such 181st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Sea LTD)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b)(i) (the a “Reporting ObligationsEvent of Default”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Reporting Event of Default first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default first occurs (if the Reporting Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its a Reporting ObligationsEvent of Default. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b)(i), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.

Appears in 1 contract

Sources: Indenture (3d Systems Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.252.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of Notes outstanding for each day during the Notes Outstandingperiod beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Kaleyra, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (A) the date on which such Event of Default is cured or validly waived in accordance herewith and (B) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (y) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs and ending on the earlier of (A) the date on which such Event of Default is cured or validly waived in accordance herewith and (B) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingthird immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its Reporting Obligations first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with herewith). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the its Reporting Obligations is not cured or waived in accordance herewith prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 6.03 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligations. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to the failure by the Issuer Company to comply with the Reporting Obligations, in accordance with this Section 6.046.03, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.02. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest. In no event shall any Additional Interest payable at the Company’s election pursuant to this Section 6.03, together with any Additional Interest payable in accordance with Section 4.06(d) as a result of the Company’s failure to timely file any document or report as set forth therein, accrue at a rate in excess of 0.50% per annum on any Notes, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Tpi Composites, Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.253.00% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable, after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Luminex Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall shall, for the first 180 360 calendar days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period 180 calendar days after the occurrence of such an Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture) beginning on, and including, the date on which such an Event of Default first occursoccurs and (ii) 0.50% per annum of the principal amount of the Notes outstanding for each day from, and including, the 181st calendar day to, and including, the 361st calendar day after the occurrence of such an Event of Default during which such Event of Default is continuing (or, if earlier, the date on which such Event of Default is cured or waived as provided for in this Indenture). Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 will 6.03 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 calendar days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest with respect to the Notes accrue under the terms of this Indenture (aggregating any Additional Interest payable pursuant to this Section 6.03 with any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)) at a rate per year in excess of 0.50%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Palo Alto Networks Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occursoccurs and ending on the earlier of (a) the date on which such Event of Default is cured or validly waived and (b) the 90th day immediately following, and including, the date on which such Event of Default first occurred and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes outstanding for each day during the period beginning on, and including, the 91st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (a) the date on which such Event of Default is cured or validly waived or (b) the 180th day immediately following, and including, the date on which such Event of Default first occurred. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st day), the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to no later than five Business Days after the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (UTi WORLDWIDE INC)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(a) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. The Trustee shall have no duty to calculate or verify the calculation of Additional Interest.

Appears in 1 contract

Sources: Indenture (Upwork, Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Partnership elects, the sole remedy for an Event of Default relating to the IssuerPartnership’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes (subject to Section 4.06(f) and Section 6.03(b)) at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) above shall be in addition toto any Registration Default Additional Interest that may accrue pursuant to Section 4.06(d). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue on any day (taking into consideration any Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(e). In no event shall above, together with Registration Default Additional Interest payable pursuant to Section 4.10(d4.06(d), Section 4.10(e) and this Section 6.04, at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Partnership elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Partnership’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Partnership does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Partnership’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer Partnership has elected to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Partnership’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Partnership must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) in writing of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Partnership’s failure to timely give such noticenotice or pay Additional Interest, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (Galaxy Digital Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to (i) the Issuer’s failure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the failure by the Company to comply with its reporting obligations as set forth under Section 4.05 (the obligations described in Section 4.10(bclauses (i) and (ii), the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance 60th day after written notice is provided to the Company in accordance with an Event of doubt, shall not commence until the notice described in Default pursuant to Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed5.02(f)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for outstanding each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred and (y) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including the date on which such Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived or (ii) the 365th day immediately following, and including, the date on which such Event of Default first occurred. If a failure to file giving rise to the Company’s obligation to pay Additional Interest pursuant to the foregoing provisions initially occurs on or after the close of business on a Regular Record Date and prior to the open of business on the corresponding Interest Payment Date, the Additional Interest that accrues during such period will be due on the Interest Payment Date next succeeding such corresponding Interest Payment Date, and no interest shall accrue in respect of such delay. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 366th day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 366th day), the Notes shall be immediately subject to acceleration as provided in under Section 6.035.03. The provisions of this Section 6.04 will 5.04 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay the Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 5.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration under Section 5.03 as provided in a result of the Event of Default pursuant to Section 6.035.02(f) is then continuing. In order to elect to pay the Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any an Event of Default relating to the failure by the Issuer Company to comply with the Reporting Obligations, Obligations in accordance with this Section 6.045.04, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent paying agent (if other than the Trustee) of such election prior to the beginning of such 180365-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided under Section 5.03. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in Section 6.03such calculation of the Additional Interest.

Appears in 1 contract

Sources: First Supplemental Indenture (Bit Digital, Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall shall, for the first 180 360 calendar days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs and 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st period beginning on, and including, the 181st calendar day until ending on the 180th day following earlier of (x) the occurrence of such Event of Default, in each case, during date on which such the Event of Default is continuing beginning oncured or validly waived in accordance with this Indenture and (y) the 360th day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e4.06(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 will 6.03 shall not affect the rights of Holders of Notes in the event of the occurrence of any other Event of Default other than the Issuer’s failure to comply with its Reporting ObligationsDefault. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 calendar days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest with respect to the Notes accrue under the terms of this Indenture (aggregating any Additional Interest payable pursuant to this Section 6.03 with any Additional Interest payable pursuant to Section 4.06(d) or Section 4.06(e)) at a rate per year in excess of 0.50%, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Palo Alto Networks Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”‎Section 4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Indenture and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st calendar day immediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be occurs and ending on the earlier of (x) the date of which such Event of Default is cured or validly waived in accordance with Indenture and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to Section 4.10(dthat may accrue as a result of a Default as described ‎in ‎Section 4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d‎Section 4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond succeeding paragraph). If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in ‎Section 4.06(b) first occurs to, and including, the Reporting Obligations 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Indenture). On the 361st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with this Indenture prior to such 181st 361st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in ‎‎‎Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 ‎Section 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03‎Section 6.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in ‎Section 4.06(b) in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in ‎Section 6.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 6.034.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), in accordance with ‎Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Esperion Therapeutics, Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to (i) the Issuerfailure by the Company to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the Company is required to file with the Commission pursuant to Section 13 or Section 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.10(b4.05(a) (the obligations described in clauses (i) and (ii), the “Reporting Obligations”) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (A) the date on which such Event of Default is cured or validly waived in accordance herewith and (B) the 135th day immediately following, and including, the date on which such Event of Default first occurs and (y) if such Event of Default has not been cured or validly waived prior to the 136th day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 136th day immediately following, and including, the date on which such an Event of Default first occurs and ending on the earlier of (A) the date on which such Event of Default is cured or validly waived in accordance herewith and (B) the 270th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall the Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and described in this Section 6.04, 6.04 accrue at a rate in excess of 0.25% per annum during the aggregate, exceed initial 135-day period or 0.50% per annum during the subsequent 135-day period, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstandingrequirement to pay such Additional Interest. If the Issuer Company so elects to pay Additional Interest, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all outstanding Notes from, and including, the date on which such Event of Default first occurs to, and including, the 270th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with herewith). On the 181st 271st day after such Event of Default (if the Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived in accordance herewith prior to such 181st 271st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 270 days after the occurrence of any Event of Default relating to the failure by the Issuer Company to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 180270-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03. The Trustee shall not at any time be under any duty or responsibility to any Holder of Notes to determine the Additional Interest, or with respect to the nature, extent, or calculation of the amount of Additional Interest owed, or with respect to the method employed in such calculation of the Additional Interest.

Appears in 1 contract

Sources: First Supplemental Indenture (Guidewire Software, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 360 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred, and (ii) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the aggregate principal amount of the Notes Outstandingthen outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or waived or (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 361st day), the Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 or the Issuer elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 days after the occurrence of any Event of Default relating to the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed). Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.037.

Appears in 1 contract

Sources: Indenture (Euronet Worldwide Inc)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of Notes outstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such Event of Default first occurs and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived in accordance with this Article 6 and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 6.03 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond immediately succeeding paragraph. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all outstanding Notes from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the 360th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with this Article 6). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or validly waived in accordance with this Article 6 prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in an Officer’s Certificate (consistent with Section 4.06(h)) of such election prior to on or before the beginning open of business on the business day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods provided by Rule 12b-25 or any successor rule under the Exchange Act and other than reports on Form 8-K), pursuant to Section 4.06(d), accrue at a rate in excess of 0.50% per annum pursuant to this Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Okta, Inc.)

Additional Interest. Notwithstanding anything in the Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to (i) the IssuerCompany’s failure to file with the Trustee pursuant to Section 314(a)(1) of the Trust Indenture Act any documents or reports that the company is required to file with the SEC pursuant to Section 13 or 15(d) of the Exchange Act or (ii) the Company’s failure to comply with its obligations as set forth in Section 4.10(b) (10.02 of the “Reporting Obligations”) Base Indenture shall for the first 180 days after the occurrence of such an Event of Default (which, for which will be the avoidance of doubt, shall not commence until 60th day after written notice is provided to the notice described in Section Company pursuant to ‎Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed)) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xa) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant occurs and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (b) if such Event of Default has not been cured or validly waived prior to this Section 6.04 shall be in addition tothe 181st day immediately following, not in lieu ofand including, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d)the date on which such Event of Default first occurred, Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingoutstanding for each day during the period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurred and ending on the earlier of (i) the date on which such Event of Default is cured or validly waived and (ii) the 360th day immediately following, and including, the date on which such Event of Default first occurred. If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On the 181st 361st day after such Event of Default (if the Event of Default relating with respect to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 361st day), the Notes shall be immediately subject to acceleration as provided in Section ‎Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section ‎Section 6.04 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section ‎Section 6.03. In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent of such election prior to the beginning of such 180360-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the Company’s failure to timely give such written notice, the Notes shall be immediately subject to acceleration as provided in Section ‎Section 6.03.

Appears in 1 contract

Sources: First Supplemental Indenture (iQIYI, Inc.)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall (i) for the first 180 60 days after the occurrence of such an Event of Default (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (x) 0.25% per annum of the principal amount of the Notes Outstanding for each day during the first 90-day period after the occurrence of such Event of Default and (y) 0.50% per annum of the principal amount of the Notes Outstanding for each day from the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning on, and including, the date on which such an Event of Default first occurs. ), consist exclusively of the right to receive Additional Interest payable pursuant on the Notes equal to this Section 6.04 shall be in addition to, not in lieu of, any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.500.25% per annum of the principal amount of the Notes Outstandingoutstanding for each day during such 60-day period on which such Event of Default is continuing and (ii) for the period from, and including, the 61st day after the occurrence of such an Event of Default to, and including, the 120th day after the occurrence of such an Event of Default, consist exclusively of the right to receive Additional Interest on the notes equal to 0.50% per annum of the principal amount of Notes outstanding for each day during such additional 60-day period on which such Event of Default is continuing; provided that, in no event shall Additional Interest (excluding, for the avoidance of doubt, any Additional Interest that may accrue pursuant to Section 4.13 and any Contingent Interest that may accrue pursuant to Section 4.01) accrue at a rate per annum in excess of 0.25%, during the period described in clause (i) of this Section 6.03, or 0.50%, during the period described in clause (ii) of this Section 6.03, as applicable, regardless of the number of events or circumstances giving rise to the requirements to pay such Additional Interest (in each case, excluding, for the avoidance of doubt, any Additional Interest that may accrue pursuant to Section 4.13 and any Contingent Interest that may accrue pursuant to Section 4.01). If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated regular interest payable on the Notes. On the 181st 121st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations file is not cured or waived prior to such 181st 121st day), the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 120 days after the occurrence of any Event of Default relating to described in the failure by the Issuer to comply with the Reporting Obligations, in accordance with this Section 6.04immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the Notes, the Trustee and the Paying Agent in writing of such election prior to the beginning of such 180120-day period (which, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)period. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. Additional Interest pursuant to this Section 6.03 will be payable in arrears on each Interest Payment Date following accrual in the same manner as regular interest on the Notes.

Appears in 1 contract

Sources: Indenture (Molina Healthcare Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (yii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the 365th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue as a result of a default pursuant to Sections 4.06(d) and 4.06(e)). (b) Any Additional Interest payable pursuant to this Section 6.04 6.03(a) shall be in addition toto any Additional Interest that may accrue pursuant to Sections 4.06(d) and 4.06(e). Notwithstanding anything in this Indenture to the contrary, not in lieu ofno event, however, shall Additional Interest accrue (taking into consideration any Additional Interest payable pursuant to Section 4.10(d) or Section 4.10(e6.03(a). In no event shall , together with Additional Interest payable pursuant to Section 4.10(d), Section 4.10(eSections 4.06(d) and this Section 6.04, 4.06(e)) on any day at a rate in the aggregate, exceed excess of 0.50% per annum annum, regardless of the principal amount number of events or circumstances giving rise to the Notes Outstanding. requirement to pay such Additional Interest. (c) If the Issuer so Company elects to pay Additional InterestInterest pursuant to Section 6.03(a), any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and will accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, but not including, the 366th day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 366th day after such Event of Default (if the such Event of Default relating to the Issuer’s failure to comply with the Reporting Obligations is not cured or waived prior to such 181st 366th day), such Additional Interest will cease to accrue and the Notes shall will be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 365 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with its obligations as set forth in Section 4.06(b), the Reporting ObligationsCompany must notify, in accordance with this Section 6.04writing, the Issuer must notify in writing all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02.

Appears in 1 contract

Sources: Indenture (United States Steel Corp)

Additional Interest. Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b) (the “Reporting Obligations”4.06(b) shall for the first 180 days after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurs and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived in accordance with the Indenture and (y) the 90th day immediately following, and including, the date on which such Event of Default first occurs and (ii) if such Event of Default has not been cured or validly waived prior to the 91st day immediately following, and including, the date on which such Event of Default first occurs, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the period beginning on, and including, the 91st calendar day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing beginning onimmediately following, and including, the date on which such an Event of Default first occurs. Additional Interest payable pursuant to this Section 6.04 shall be occurs and ending on the earlier of (x) the date of which such Event of Default is cured or validly waived in accordance with Indenture and (y) the 270th day immediately following, and including, the date on which such Event of Default first occurs (in addition to, not in lieu of, to any Additional Interest payable pursuant to that may accrue as a result of a Default as described in Section 4.10(d4.06(d) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d4.06(e), Section 4.10(e) and this Section 6.04, in subject to the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstandingsecond succeeding paragraph). If the Issuer Company so elects to pay Additional Interestelects, any such Additional Interest shall be payable in the same manner and on the same dates as the stated interest payable on the Notes. On Notes and will accrue on all outstanding Notes from, and including, the 181st day after such Event of Default (if date on which the Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.06(b) first occurs to, and including, the Reporting Obligations 270th day thereafter (or such earlier date on which such Event of Default is cured or validly waived in accordance with the Indenture). On the 271st day after such an Event of Default first occurs (if such Event of Default is not cured or validly waived in accordance with the Indenture prior to such 181st 271st day), such Additional Interest will cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. The provisions of this Section 6.04 paragraph will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the IssuerCompany’s failure to comply with its Reporting Obligationsobligations as set forth in Section 4.06(b). In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations in accordance with this Section 6.04 6.03 or the Issuer Company has elected to make such payment but does not pay the Additional Interest when due, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In order to elect to pay Additional Interest as the sole remedy during the first 180 270 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04the immediately preceding paragraph, the Issuer Company must notify in writing all Holders of the NotesHolders, the Trustee and the Paying Agent in an Officer’s Certificate of such election prior to on or before the beginning open of business on the Business Day immediately succeeding the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.036.02. In no event shall Additional Interest payable at the Company’s election as the remedy for an Event of Default relating to the Company’s failure to comply with its obligations as set forth in Section 4.06(b) together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that the Company is required to file with the Commission pursuant to Section 13 or 15(d) of the Exchange Act, as applicable (after giving effect to all applicable grace periods thereunder and other than reports on Form 8-K), in accordance with Section 4.06(d) accrue at a rate in excess of 0.50% per annum pursuant to the Indenture, regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest.

Appears in 1 contract

Sources: Indenture (Plug Power Inc)

Additional Interest. (a) Notwithstanding anything in the this Indenture or in the Notes to the contrary, to the extent the Issuer Company elects, the sole remedy for an Event of Default relating to the IssuerCompany’s failure to comply with its obligations as set forth in Section 4.10(b4.06(b) (the “Reporting Obligations”) shall for the first 180 days shall, after the occurrence of such an Event of Default (whichDefault, for the avoidance of doubt, shall not commence until the notice described in Section 6.02(f) has been given, and the related 90-day period described in Section 6.02(f) has passed) consist exclusively of the right to receive Additional Interest on the Notes at a rate equal to to: (xi) 0.25% per annum of the principal amount of the Notes Outstanding outstanding for each day during the first 90-day period after beginning on, and including, the occurrence of date on which such Event of Default first occurred and ending on the earlier of (x) the date on which such Event of Default is cured or validly waived and (y) the 180th day immediately following, and including, the date on which such Event of Default first occurred; and (ii) if such Event of Default has not been cured or validly waived prior to the 181st day immediately following, and including, the date on which such Event of Default first occurred, 0.50% per annum of the principal amount of the Notes Outstanding outstanding for each day from during the 91st day until the 180th day following the occurrence of such Event of Default, in each case, during which such Event of Default is continuing period beginning on, and including, the 181st day immediately following, and including, the date on which such an Event of Default first occurs. occurred and ending on the earlier of (x) the date on which the Event of Default is cured or validly waived and (y) the 360th day immediately following, and including, the date on which such Event of Default first occurred (in addition to any Additional Interest that may accrue as a result of a registration default pursuant to Sections 4.06(d) and 4.06(e)). (b) Notwithstanding anything in this Indenture to the contrary, in no event shall the Additional Interest payable at the Company’s election for failure to comply with the reporting obligations as set forth in Section 4.06(b), together with any Additional Interest that may accrue as a result of the Company’s failure to timely file any document or report that it is required to file with the Commission pursuant to this Section 6.04 shall be 13 or 15(d) of the Exchange Act, as applicable (other than current reports on Form 8-K), as described in addition toSection 4.06(d), not accrue on any day at a rate in lieu ofexcess of 0.50% per annum, any regardless of the number of events or circumstances giving rise to the requirement to pay such Additional Interest. (c) If the Company so elects, the Additional Interest payable pursuant to Section 4.10(d6.03(a) or Section 4.10(e). In no event shall Additional Interest payable pursuant to Section 4.10(d), Section 4.10(e) and this Section 6.04, in the aggregate, exceed 0.50% per annum of the principal amount of the Notes Outstanding. If the Issuer so elects to pay Additional Interest, any such Additional Interest above shall be payable in the same manner and on the same dates as the stated interest payable on the NotesNotes and shall accrue on all Notes then outstanding from, and including, the date on which the Event of Default relating to the Company’s failure to comply with its reporting obligations as set forth in Section 4.06(b) first occurs to, but excluding, the 361st day thereafter (or such earlier date on which such Event of Default is cured or waived by the Holders of a majority in principal amount of the Notes then outstanding). On the 181st 361st day after such Event of Default (if the Event of Default relating to the IssuerCompany’s failure to comply with the Reporting Obligations its obligations as set forth in Section 4.06(b) is not cured or waived prior to such 181st 361st day), such Additional Interest shall cease to accrue and the Notes shall be immediately subject to acceleration as provided in Section 6.03. The provisions of this Section 6.04 will not affect the rights of Holders of Notes in the event of the occurrence of any Event of Default other than the Issuer’s failure to comply with its Reporting Obligations6.02. In the event the Issuer Company does not elect to pay Additional Interest following an Event of Default relating to the Reporting Obligations Company’s failure to comply with its obligations as set forth in Section 4.06(b) in accordance with this Section 6.04 6.03, or the Issuer elected Company elects to make such payment but does not pay the Additional Interest when due, the Notes shall immediately be immediately subject to acceleration as provided in Section 6.036.02. For the avoidance of doubt, the provisions of this Section 6.03 shall not affect the rights of Holders in the event of the occurrence of any other Event of Default. (d) In order to elect to pay Additional Interest as the sole remedy during the first 180 360 days after the occurrence of any an Event of Default relating to the Company’s failure by the Issuer to comply with the Reporting Obligations, its obligations as set forth in accordance with this Section 6.044.06(b), the Issuer Company must notify in writing provide written notice to all Holders of the Notes, the Trustee and the Paying Agent (if other than the Trustee) of such election prior to on or before the beginning close of business on the date on which such 180-day period (which, for the avoidance Event of doubt, shall not commence until the notice described in Section 6.02(f) has been given, if applicable, and the 90-day time period described in Section 6.02(f) has passed)Default first occurs. Upon the Company’s failure to timely give such notice, the Notes shall be immediately subject to acceleration as provided in Section 6.03.Section

Appears in 1 contract

Sources: Indenture (On Semiconductor Corp)